Grant of Right to Sublicense Clause Samples

The Grant of Right to Sublicense clause authorizes a party, typically a licensee, to extend some or all of the licensed rights to third parties through sublicensing agreements. In practice, this means the licensee can permit other entities to use the intellectual property under terms that may mirror or differ from the original license, often subject to the licensor’s approval or specific conditions. This clause is essential for enabling broader commercial exploitation of the licensed rights, facilitating partnerships, and ensuring that the licensee can fully leverage the value of the license in various business arrangements.
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Grant of Right to Sublicense. (i) The licenses granted under this Agreement are non-transferable, except that the Company is hereby authorized to grant Sublicenses to Customers of the Company or to Customers of Subdistributors for use of the Software on any appropriate platform on the terms and conditions set forth below. Sub-licenses of the Software may only be granted to Customers who represent that they shall not use the Software to provide any service bureau or consulting service to any third party, or to re-export the Software without first obtaining written permission from PMSI. Software provided to Customers shall be in machine-readable (object) code. (ii) Until termination of this Agreement, the Company shall Sublicense and provide the Software and Documentation to Customers pursuant only to the terms of an End User License Agreement. Promptly following the execution of this Agreement, the Company shall, at its expense, develop an End User License Agreement in the Japanese language, together with an English language translation of the same, which End User License Agreement shall contain terms that are substantially equivalent to those set forth in PMSI's Standard Software License Agreement (Appendix B hereto). Without prejudice to the generality of the foregoing, and in addition to such terms, the End User License Agreement shall expressly provide that: (x) the End User License Agreement (and any related software maintenance agreement) between the Customer and the Company shall be automatically assigned to PMSI or PMSI's designee in the event of termination of this Agreement for any reason, and (y) the terms of the End User License Agreement shall govern and control in the event of any inconsistency between its terms and those of any purchase order between the Customer and the Company. The Company shall provide PMSI with copies of its End User License Agreement and the English translation thereof for PMSI's written approval. The Company shall not transfer Software to a Customer unless and until the Company shall have obtained a signed copy of the End User License Agreement from the Customer, and the Company agrees to obtain prior written approval from PMSI to any modifications or changes to the pre-approved End User License Agreement. (iii) The Company agrees to use its reasonable commercial efforts to ensure that each Customer sublicensed pursuant to this Agreement continues to comply with the terms of the End User License Agreement. The Company shall maintain adequate Custome...
Grant of Right to Sublicense. Licensor grants to Licensee, and Licensee ---------------------------- accepts from Licensor, a non-exclusive license to grant sublicenses to use the Unit Reservation Software, subject to the following limitations: 2.2.1 Licensee shall be entitled to grant such sublicenses only to Franchisees in the Territory and only to the extent of allowing use of the Unit Reservation Software at the location(s) of the Unit(s) operated by the Franchisee. 2.2.2 Licensee shall not be entitled to grant to such sublicensees the right to further sublicense the Unit Reservation Software. 2.2.3 Licensee shall require each sublicensee, as a condition of the sublicense, to enter into a sublicense agreement with Licensee that is in all material respects equivalent to the Unit Reservation Software Sublicense Agreement attached hereto as Attachment B.
Grant of Right to Sublicense. During the term of this Agreement and subject to the limitations in this section 2, Enzon hereby grants to Micromet the exclusive, worldwide right and license under the Enzon Licensed Patents to grant nonexclusive sublicenses under the Enzon License to Exploit Third Party SCA Products and Research Products (each such sublicense and license, a “Consolidated Patent License”).
Grant of Right to Sublicense. Subject to the terms and conditions herein, the Licensor, on behalf of itself and its Affiliates, hereby grants to the Licensee and its Affiliates, during the Term, the exclusive right to sublicense the License granted herein to one or more third parties (each, a “Sublicensee”), in connection with the development, making, importing, exporting, marketing, advertising, promotion, distribution, licensing, offering for sale, and/or sale, of the Licensed Products, and to exercise all other rights under the License. All sublicenses granted by the Licensee shall contain terms and conditions under which the Sublicensee will be bound in the same manner as the Licensee is bound under this Agreement. Notwithstanding the foregoing, no Sublicensee shall not have the right to sublicense or modify the Licensed Intellectual Property or Licensed Patents in any manner whatsoever.

Related to Grant of Right to Sublicense

  • Right to Sublicense Company shall have the right to sublicense to any third party the rights conferred upon Company under this Agreement, subject to the following conditions: 2.4.1 Wistar shall have the right to approve in advance any Sublicensee if Company is not selling Licensed Product at the time of sublicensing negotiations, provided that such approval shall not be unreasonably withheld; and further provided, however, that such approval shall be deemed to have been given if Wistar does not object to the proposed Sublicensee within [**] ([**]) business days after Company notifies Wistar in writing of the name of such Sublicensee. 2.4.2 Any Sublicense shall be in writing, shall be consistent with all of the terms and conditions of this Agreement, and shall incorporate terms and conditions sufficient to enable Company to comply with this Agreement. Without limiting the foregoing, each Sublicense shall (i) provide that in the event Sublicensee brings a Patent Challenge against Wistar or assists another party in bringing a Patent Challenge against Wistar (except as required under a court order or subpoena or if legally compelled by an administrative agency) then Company may terminate the Sublicense, (ii) require Sublicensee to indemnify, hold harmless and defend Wistar and carry insurance under the same terms set forth in Article 6 below, and (iii)state that Wistar is an intended third party beneficiary of such Sublicense, including for the purpose of enforcing such termination, indemnification, and insurance provisions. 2.4.3 No Sublicensee shall be permitted to sublicense further any of its rights under any Sublicense. Each Sublicense shall contain an agreement and acknowledgment by the Sublicensee that such Sublicense and the Sublicensee are subject to the terms and conditions of the license granted to Company under this Agreement. 2.4.4 Notwithstanding any Sublicense, Company shall remain primarily liable to Wistar for all of Company’s duties and obligations contained in this Agreement, and any act or omission of a Sublicensee which would be a breach of this Agreement if performed by Company shall be deemed to be a breach by Company of this Agreement. Wistar Reference No. LIC15-35 Wistar/OncoCyte Certain information has been omitted under a request for confidential treatment, and the omitted information has been filed with the Commission. Confidential portions are marked [**]. 2.4.5 If Wistar has a claim arising under this Agreement against a Sublicensee, Wistar may seek a remedy directly against Company and may, but is not required to, seek a remedy against the Sublicensee. 2.4.6 If Company becomes subject to a Bankruptcy Event, all payments then or thereafter due and owing to Company from its Sublicensees shall thereupon, and without any notice from Wistar to any such Sublicensee, become payable directly to Wistar for the account of Company; provided, however, that Wistar shall remit to Company any amount by which such payments exceed the amounts owed by Company to Wistar. 2.4.7 Company shall furnish Wistar with a fully executed copy of any Sublicense agreement within thirty (30) days after execution without redaction. 2.4.8 Any sublicense that is not in compliance with all of the provisions of this Section 2.4 shall be void.

  • Grant of Rights The Company hereby grants registration rights to the Designated Holders upon the terms and conditions set forth in this Agreement.

  • Grant of Right In addition to the demand right of registration described in Section 5.1 hereof, the Holder shall have the right, for a period of no more than two (2) years from the Initial Exercise Date in accordance with FINRA Rule 5110(g)(8)(D), to include the Registrable Securities as part of any other registration of securities filed by the Company (other than in connection with a transaction contemplated by Rule 145(a) promulgated under the Securities Act or pursuant to Form S-8 or any equivalent form); provided, however, that if, solely in connection with any primary underwritten public offering for the account of the Company, the managing underwriter(s) thereof shall, in its reasonable discretion, impose a limitation on the number of Shares which may be included in the Registration Statement because, in such underwriter(s)’ judgment, marketing or other factors dictate such limitation is necessary to facilitate public distribution, then the Company shall be obligated to include in such Registration Statement only such limited portion of the Registrable Securities with respect to which the Holder requested inclusion hereunder as the underwriter shall reasonably permit. Any exclusion of Registrable Securities shall be made pro rata among the Holders seeking to include Registrable Securities in proportion to the number of Registrable Securities sought to be included by such Holders; provided, however, that the Company shall not exclude any Registrable Securities unless the Company has first excluded all outstanding securities, the holders of which are not entitled to inclusion of such securities in such Registration Statement or are not entitled to pro rata inclusion with the Registrable Securities.

  • Grant of Sublicense Subject to the terms and conditions of this Agreement, Adviser hereby grants to the Trust a non-transferable sublicense to use the Index (and associated data and information) listed on Exhibit A in the manner set forth in, and subject to the terms of, the License Agreement.

  • Sublicense Grant Licensee will be entitled to grant Sublicenses to third parties under the license granted pursuant to Section 2.1 subject to the terms of this Section 2.3. Any such Sublicense shall be on terms and conditions in compliance with and not inconsistent with the terms of this Agreement. The grant of a Sublicense shall not in any way diminish or alter Licensee’s obligations under this Agreement.