License to Patents Sample Clauses

License to Patents. For the Term of this Agreement and any continuation thereof, WFM shall have a license to MMR's patents specifically U.S. Patent Nos. 8,117,045; 8,117,646; 8,121,855; 8,301,466; 8,321,240; 8,121,855; 8,352,288 and any other patents to be issued pursuant to pending applications filed by MMR in the United States, and all divisions, continuations, reissues and extensions thereof. Such license is limited to the products and services that are the subject of this Agreement and terminates upon the expiration or termination of this Agreement. Marketing Materials/Use of Marks. MMR will provide to WFM marketing materials to market Services to Team Members. WFM may or may not use (at WFM's discretion) MMR marketing materials, MMR marks and the MMR name (including without limitation trademarks and service marks) to market to and inform its Team Members of the MMR Employee Benefits Program. Pricing and Payment for Services. Price: Subscriptions will be charged at a rate of $[***] per Team Member pursuant to Exhibit A. Forms Management: WFM shall pay a one-time fee of $[***] for the setup of Forms Management software. In addition, WFM shall pay a monthly fee of $[***] for the usage of Forms' Management software. Custom Content: WFM shall pay a one-time fee of $[***] for the development of the Single Sign On ("SSO") bridge to Health Dialog and for hosting a series of PDF's to be provided by WFM. [***]: Confidential portions omitted and filed separately with the Commission. MMR-Whole Foods Market Employee Benefits Program Voicemail and Dynamic Fax Broadcast Services. MMR will provide WFM, at no charge, any combination of up to four (4) one minute Voicemail and/or single page Dynamic Fax Broadcasts. Additional Voicemail or Dynamic Fax Broadcasts will be charged at a per-recipient rate of $[***] per minute (for Voicemail) and $[***] per page (for Fax). For clarification purposes, the Voicemail and Dynamic Fax Broadcast Services is a separate service that allows WFM to send a Voicemail or Fax Broadcast to all users in their system and is separate and apart from the standard voice and fax services included in the user accounts. Billing and Payment. MMR will invoice WFM on a monthly basis for services covered under this Agreement. Payment is due within thirty (30) days from the date of invoice. Continuation of Services.
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License to Patents. At the Closing, Network-1 hereby grants to Cox a fully-paid, royalty-free, nonexclusive, worldwide, irrevocable license under the Patents without the right to sublicense (except as otherwise provided herein) to make, have made, use, sell, offer for sale, import, lease 7 or otherwise dispose of products and services. The License shall only apply to products manufactured by ▇▇▇ and sold under ▇▇▇’▇ trademarks and brands. The License shall be non-exclusive, non-sublicensable, nonassignable and nontransferable, however, to the extent that an Affiliate or Cox is sold or transferred, Cox may transfer to any of his Affiliates the License within the field of use involving works comprising text (but not video or audio). Network-1 further hereby grants to Cox the right to grant sublicenses under the Patents to: (i) Affiliates of Cox, to dispose of products and services under the Affiliates trademarks and brands, without the right to grant further sublicenses; and (ii) third party transferees in connection with ▇▇▇’▇ right to divide its license and rights in accordance with, and subject to, Section 3.1(b) of this Agreement.
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License to Patents. Subject to the terms and conditions of this Agreement, during the Term, and to the extent required to enable Connetics to develop, manufacture, use and/or sell Products directly or indirectly, Soltec hereby grants to Connetics for use in the Field an exclusive license under the Patents in the Territory with the right to sublicense, and a non-exclusive license under the Patents to have the Product manufactured outside the Territory. Notwithstanding the foregoing, (a) the license granted under this SECTION 2.3 with respect to [*****], [*****] CONFIDENTIAL TREATMENT REQUESTED PAGE 6 7 and (b) Soltec shall use commercially reasonable efforts to obtain the necessary consents to sublicense to Connetics the Medeva Patents in the Territory in the Field.
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License to Patents. (a) At the Closing, Network-1 hereby grants to Cox a fully-paid, royalty-free, nonexclusive, worldwide, irrevocable license under the Patents without the right to sublicense (except as otherwise provided herein) to make, have made, use, sell, offer for sale, import, lease or otherwise dispose of products and services. The License shall only apply to products manufactured by C▇▇ and sold under C▇▇’▇ trademarks and brands. The License shall be non-exclusive, non-sublicensable, nonassignable and nontransferable, however, to the extent that an Affiliate or Cox is sold or transferred, Cox may transfer to any of his Affiliates the License within the field of use involving works comprising text (but not video or audio). Network-1 further hereby grants to Cox the right to grant sublicenses under the Patents to: (i) Affiliates of Cox, to dispose of products and services under the Affiliates trademarks and brands, without the right to grant further sublicenses; and (ii) third party transferees in connection with C▇▇’▇ right to divide its license and rights in accordance with, and subject to, Section 3.1(b) of this Agreement. (b) The license and rights granted to Cox in accordance with Section 3.1(a) are transferable and/or divisible by Cox in connection with the sale or transfer of one or more of his Affiliate’s businesses or product lines making or selling products that are covered under such licenses; provided, however, such transferred and/or divided license and rights shall be limited to the operation of the business or product line as sold or transferred by Cox, or improvements thereon. For purposes of this Section 3.1, all references to Cox shall include all Affiliates of Cox.
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Related to License to Patents

  • Licensed Patents Immune Design, at its expense, shall have the first right to file, prosecute and maintain all Licensed Patents for which Immune Design has any exclusive rights under this Agreement using patent counsel reasonably approved by IDRI, including conducting any interferences, reexaminations, reissues, oppositions, or request for patent term extension relating thereto. Immune Design shall conduct such filing, prosecution and maintenance in good faith, taking into consideration IDRI’s retained rights hereunder, and consistent with reasonable business judgment, provide IDRI with all relevant or material documentation and proposed filing in the Territory so that IDRI may be concurrently and promptly informed of the continuing prosecution, and consult with IDRI with regards to Immune Design’s patent strategy with the Licensed Patents for which Immune Design has any exclusive rights under this Agreement. Licensed Patents in the name of IDRI shall remain in the name of IDRI. Immune Design shall use commercially reasonable efforts to ***, as applicable. To the extent such ***, Immune Design shall provide IDRI reasonable opportunity to review and comment on such prosecution efforts regarding such Licensed Patents in the Territory, and any IDRI comments will be reasonably considered in such prosecution efforts, and included to the extent affecting the IDRI Exclusive Field or IDRI Territory, as the case may be. If Immune Design determines in its sole discretion to abandon or not maintain any Licensed Patent for which Immune Design has any exclusive rights under this Agreement in the Territory, then Immune Design shall promptly provide IDRI with written notice of such determination at least sixty (60) days before any deadline for taking action to avoid abandonment and shall provide IDRI with the right, opportunity and reasonable assistance to prepare, file, prosecute and maintain such Licensed Patent in the applicable jurisdiction in IDRI’s sole discretion and at IDRI’s expense, provided that Immune Design shall provide such reasonable assistance at its own costs and expenses. If IDRI elects to prepare, file, prosecute and maintain such Licensed Patent in such jurisdiction for which Immune Design has any exclusive rights, then Immune Design’s license rights to such Licensed Patent in such country will become nonexclusive in such country under such Licensed Patent (and/or patent application). If IDRI desires Immune Design to file, in a particular jurisdiction, a Licensed Patent for which Immune Design has any exclusive rights under this Agreement that claims priority to another Licensed Patent for which Immune Design has any exclusive rights under this Agreement, IDRI shall provide written notice to Immune Design requesting that Immune Design file such patent application in such jurisdiction. If IDRI provides such written notice to Immune Design, Immune Design shall either (i) file and prosecute such patent application and maintain any patent issuing thereon in such jurisdiction and the Parties shall share the related costs and expenses (A) in countries *** on the basis of *** percent (***%) Immune Design: *** percent (***%) IDRI or (B) in countries within the IDRI Territory equally; or (ii) notify IDRI that Immune Design does not desire to file such patent application in such jurisdiction and provide IDRI with the opportunity to file and prosecute such patent application, provided that if IDRI files and prosecutes such patent application in such jurisdiction, then Immune Design’s license rights to such License Patent in such country will become nonexclusive in such country under such Licensed GLA Patent (and/or patent application). Immune Design shall be responsible for the costs and expenses incurred in connection with its own activities for filing, prosecuting and maintaining the Licensed Patents; IDRI shall be responsible for monitoring of such activities by IDRI.

  • Patent Rights The State and the U. S. Department of Transportation shall have the royalty free, nonexclusive and irrevocable right to use and to authorize others to use any patents developed by the Engineer under this contract.

  • Licensed Patent Rights The Licensee shall indemnify and hold the IC, its employees, students, fellows, agents, and consultants harmless from and against all liability, demands, damages, expenses, and losses, including but not limited to death, personal injury, illness, or property damage in connection with or arising out of:

  • ROYALTIES AND PATENTS The Contractor shall pay all royalties and license fees. The Contractor shall defend all suits or claims for infringement of any patent rights and shall save the State harmless from loss on account thereof, except that the State shall be responsible for all such loss when a particular design, process or the product of a particular manufacturer or manufacturers is specified, but if the Contractor has reason to believe that the design, process or product specified is an infringement of a patent, The Contractor shall be responsible for such loss unless he promptly gives such information to the Architect.

  • Trademarks, Patents Each of the Borrower and the Subsidiaries possesses or has the right to use all of the patents, trademarks, trade names, service marks and copyrights, and applications therefor, and all technology, know-how, processes, methods and designs used in or necessary for the conduct of its business, without known conflict with the rights of others.