LICENSOR AS THIRD-PARTY BENEFICIARY Clause Samples

The 'Licensor as Third-Party Beneficiary' clause establishes that the licensor, although not a direct party to the agreement between other entities, is granted certain rights to enforce specific terms of the contract. In practice, this means that if the licensee enters into agreements with third parties (such as sublicensees or distributors), the original licensor can directly enforce provisions that protect their intellectual property or interests, even though they are not a signatory to those subsequent agreements. This clause ensures the licensor retains control and legal recourse over the use of their licensed material, addressing the risk that their rights could otherwise be circumvented or inadequately protected in downstream agreements.
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LICENSOR AS THIRD-PARTY BENEFICIARY. MVWC and Sublicensee agree that to the extent permitted under Applicable Law, Licensor and its affiliate are third party beneficiaries of this Sublicense Agreement, and it is intended by MVWC and Sublicensee that Licensor and its affiliates will be entitled to enforce this Sublicense Agreement. MVWC and Sublicensee further agree that Licensor and its affiliates are not liable for and does not assume any duties, obligations or liabilities under this Sublicense Agreement unless agreed to in writing by Licensor and its affiliates, as applicable. Sublicensee acknowledges and agrees that (i) its obligations hereunder (including payment obligations) with respect to the Services are primary obligations; (ii) that Licensor and its affiliates may pursue Sublicensee directly to enforce the such obligations, and (iii) that Licensor and its affiliates are not required to proceed against MVWC or any Guarantor (as defined in the Marriott License) before proceeding against Sublicensee with respect to the enforcement of such obligations. This Design Review Addendum (“Addendum”) is a part of and is incorporated into that certain License, Services, and Development Agreement dated effective November 19, 2011 (hereinafter referred to as the “License Agreement”) by and between Marriott International, Inc. (“MII”), Marriott Worldwide Corporation (“MWC”) (MII and MWC are referred to collectively herein as “Licensor”), and Marriott Vacations Worldwide Corporation (“Licensee”).
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  • No Third Party Beneficiaries This Agreement is intended for the benefit of the parties hereto and their respective permitted successors and assigns, and is not for the benefit of, nor may any provision hereof be enforced by, any other person.