License Back Sample Clauses
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License Back. Automatically, upon assignment of the Patent to Entera, Entera grants to Oramed under the Patent and any derivatives, modifications, enhancements and improvements thereof (the "Licensed Patent"): a worldwide, royalty free, fully paid-up, exclusive (solely in respect of the Licensed Field), irrevocable and perpetual, non-transferable license but, with the right to sublicense, to develop, test, manufacture, make, use, market, distribute and sell, have developed, tested, manufactured, made, used, marketed, distributed and sold products covered by the Licensed Patent or otherwise exploit the Licensed Patent, solely in the Licensed Field. Oramed shall have the right to sublicense its rights hereunder in the Licensed Patent, provided that the sublicensee is bound by terms no less restrictive than those set forth herein and that Oramed is responsible for the sublicensee's compliance with the terms of the sub-license.
License Back. If Customer possesses or comes to possess a licensable or sub-licensable interest in any issued patent with claims that read upon the Verity system, its method of operation, or any component thereof, Customer hereby grants and promises to grant a perpetual, irrevocable, royalty-free, paid-up license, with right to sublicense, of such interest to ▇▇▇▇ permitting ▇▇▇▇ to make, have made, use, and sell materials or services within the scope of the patent claims.
License Back. (a) Purchaser hereby grants to Seller a non-exclusive, irrevocable, perpetual, nonterminable, world-wide, royalty-free (except pursuant to clause 2.2(b)(iii) below) and fully-paid up (except pursuant to clause 2.2(b)(iii) below) license, without the right to sublicense except as expressly set forth in clauses 2.2(b), (c) and (d) below, to and under the Purchaser Licensed IP to:
(i) as applicable, use, have used, modify, have modified, improve, have improved, create and have created derivative works thereof;
(ii) manufacture, have manufactured, make, have made, design, have designed and use Covered Products;
(iii) offer to sell, sell, have sold, import, have imported, export, have exported, copy, have copied, distribute or otherwise dispose of IC Products included in such Covered Products; and
(iv) offer to license, have licensed and license, import, have imported, export, have exported, copy and have copied High-Level IP Blocks or any software included in such Covered Products. For the avoidance of doubt, all “have” rights set forth in this clause (a) are limited to the right to have third parties, including contract manufacturers, use such rights solely on behalf of Seller or any of its Affiliates or any of their respective permitted sublicensees. On a quarterly basis (for the duration of the Services Period (as defined in the Technology Services Agreement) and to the extent not previously delivered, Purchaser, at its own expense, shall deliver to Seller the source code portions of any software included in the Purchaser Licensed IP. The source code shall include updated schematics (to the extent schematics were originally provided by Seller to Purchaser), along with fully documented human-readable source code, including programmer’s notes, flow charts, logic diagrams and other such materials and documentation, in each case to the extent available. For the avoidance of doubt, Seller shall be entitled to sublicense and deliver to any sublicensee permitted by this Agreement, the source code and related materials described in the previous two sentences, and to grant to such sublicensee a sublicense to such source code and materials consistent with the rights set forth in clause 2.2(a)(i) through (iv) above, but limited to the scope of such sublicense (including as required by clause 2.2(c) below, as applicable).
(b) Subject to the restrictions set forth in clause 2.2(d) below, Seller shall have the right to sublicense:
(i) all or part of the rights set forth ...
License Back. Notwithstanding anything in Section 2 to the contrary, Buyer hereby grants back to Parent, with the right to grant sublicenses to its Affiliates, a non-exclusive, worldwide, perpetual, irrevocable, royalty-free license and right to use those patents listed on Subschedule 2(a).
License Back. Subject to the terms and conditions of this Agreement, as of the Closing Date, Purchaser hereby grants to Seller a non-transferable (except as set forth below), non-sublicensable (except as set forth below), royalty-free, non-exclusive license under the Transferred Patents, in each jurisdiction where rights exist, to make, have made, use, sell, offer to sell and import the products of Seller excluding any product in the wired communications field that is: a DSL solution and/or a broadband network processor and/or router which has the primary purpose of providing network processing and/or routing. Notwithstanding, it shall not be prohibited for Seller to conduct the activities described in Section 2.04(2) of the Licensing Agreement. The Seller may grant sublicenses to the Transferred Patents (excluding sublicenses for the sublicensee to make or have made the Licensed AFE products for a party other than Seller), provided, however, that the terms and conditions of any such sublicenses provide (x) for all appropriate use restrictions, and (y) are comparable to those under which the Seller licenses its own valuable Intellectual Property Rights of a similar nature. The licenses granted to the Seller pursuant to this Section 2.4 may not be transferred or assigned by the Seller, provided, however, Seller may transfer such license upon notice to Purchaser to a successor entity by way of a reorganization, merger or sale of all or substantially all of the assets of Seller. Notwithstanding the foregoing, Seller may not transfer or assign (through merger, sale of asset or reorganization) the licenses granted herein with respect to Licensed AFEs to any successor entity that provides products or technology in the wired communications field that are: a DSL solution and/or a broadband network processor and/or router which has the primary purpose of providing network processing and/or routing. Any assignment or transfer of the licenses granted to Seller in this Section 2.4 in violation of this Section 2.4 shall be null and void. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE TRANSFERRED PATENTS ARE LICENSED BY PURCHASER TO SELLER “AS IS” WITHOUT ANY WARRANTY, INCLUDING ANY WARRANTY AS TO THE VALIDITY OF ANY CLAIM THEREIN. Purchaser reserves all right, title and interest in all of its Intellectual Property Rights, including the Transferred Intellectual Property Rights that are not expressly granted by Purchaser in this Section 2.4.
License Back. As between the parties, User or any of its Permitted Affiliates, as applicable, will be the sole and exclusive owner of all right, title and interest in and to any QlikView® Applications created, conceived, developed, made, reduced to practice, or invented by or on behalf of them during the term of this ULA; provided, however, that such ownership is and shall continue to be subject to QlikTech’s underlying ownership interest in and to all of the Software and QlikTech Confidential Information from which any such QlikView® Application is derived. For clarity, User does not receive under this ULA either any license or other right to use any of QlikTech’s proprietary trademarks, including without limitation, the QlikView® trademark, and all such rights are hereby reserved by QlikTech, or any ownership rights in or to any QlikView® Applications developed or otherwise created by or for QlikTech in connection with its performance of any professional services on User’s behalf. If, at any time during or after the term of this ULA, User or any of its Affiliates decides to file any patent application based on or claiming any of the technology, inventions and/or processes used in any such QlikView® Application (including, without limitation, any enhancements, modifications or improvements made thereto during or after the term of this ULA), then User will use reasonable efforts to notify QlikTech in writing within thirty (30) days after the filing of any such patent application or the issuance of any patent based thereon (collectively, “User Patents”). To the extent permitted by applicable law, User hereby grants to QlikTech a royalty-free, fully-paid, irrevocable, non-exclusive, freely sublicensable and transferable license, under all User Patents, to (i) use, make, have made, sell, offer to sell, develop, design, market, license, distribute and import any product or service, (ii) use or perform any process or method, and (iii) otherwise practice the inventions, technology and/or processes claimed in any User Patent in every manner.
License Back. During the Term, Toray hereby grants and shall continue to grant to Acologix a worldwide, royalty-free, non-exclusive license, with the right to grant and authorize sublicenses, such sublicense right is subject to prior written consent by Toray which consent shall not be unreasonably withheld, under the Licensed-Back Subject Matter, to research, develop, make, have made, import, use, offer for sale, and sell any Products, or otherwise to exploit the Licensed-Back Subject Matter. In the event of any future termination of this Agreement, the Parties agree to negotiate in good faith commercially reasonable terms of a license (exclusive or non-exclusive) to Acologix under any Licensed-Back Subject Matter to research, develop, make, have made, import, use, offer for sale or sell, such license to include the right to grant sublicenses. During the Term, Toray and its Affiliates covenant not to enforce a claim of such Toray Patents within the Licensed-Back Subject Matter against any third party *** Confidential treatment request pursuant to a request for confidential treatment filed with the Securities and Exchange Commission. Omitted portions have been filed separately with the Commission. who obtains a Product, directly or indirectly, from Acologix, an Acologix Affiliate or sublicensee, based on that third party’s use of such Product.
License Back. (a) Scope and Frequency of Delivery. Pursuant to Section 2.4(b), Microsoft shall license back to PN (i) any and all modifications and derivative works of the Standard Code, and (ii) Microsoft software which is essentially of the same functionality as the Standard Code, and associated Microsoft Internal Tools, Software Development Kits and bug fixes (collectively "Microsoft Code"). Delivery of Microsoft Code so licensed back to PN shall occur once on a date determined by PN [*] under Section 3.
License Back. Effective upon the Effective Date, Buyer grants to Seller, limited to the Seller’s Field of Use, a fully paid-up, royalty-free, non-transferable (except to any Acquirer), non-assignable and non-sub-licensable (except to Legal Gaming Venues) world-wide and non-exclusive license to develop, make, have made, use, sell, distribute, offer for sale, lease, import, export or otherwise dispose of Systems that practice any Purchased Table Game Intellectual Property (the “License Back”). The License Back shall continue through and until the expiration of all of the Purchased Table Games Intellectual Property.
License Back. Subject to the Closing (as defined below), Purchaser shall grant to Seller a license-back to the Patents, pursuant to the terms of the License Agreement, in the form attached hereto as Exhibit 3.3 (the “License Agreement”).