Licensor Remedies Clause Samples
The Licensor Remedies clause defines the actions and recourse available to the licensor if the licensee breaches the agreement or fails to meet its obligations. Typically, this clause outlines specific remedies such as the right to terminate the license, seek damages, or obtain injunctive relief to prevent further unauthorized use of the licensed material. By clearly stating the licensor's options in the event of a breach, this clause helps protect the licensor's interests and provides a structured response to violations, ensuring that the licensor has enforceable means to address and resolve issues.
Licensor Remedies. Licensor may at any time and at its option and expense:: (A) obtain for Licensee a license to continue to use the Application that may infringe a third party’s rights; (B) modify the Application to be non-infringing while preserving substantially equivalent functionality; or (C) terminate the enjoined license and any corresponding portions of this Contract, any SOW, and any Authorized Order Form and promptly refund to Licensee all fees prepaid by Licensee for the remainder of the license period not provided, and Licensee will have no liability or obligations, financial or otherwise, to Licensor arising out of the termination. Licensor agrees to use commercially reasonable efforts to first pursue options (A) and (B) before pursuing option (C).
Licensor Remedies. In the event of a Default, Licensor shall have the right to exercise all of its available rights and remedies at law and in equity. Without limiting any other right or remedy available to Licensor, Licensor, at its sole election, shall have the right to (a) terminate this Agreement (and any Addenda. Order Forms and/or any other agreement between Customer and Licensor), and (b) require that Customer pay to Licensor, within ten (10) days of Licensor’s delivery• of its notice of such election, an amount equal to one-hundred percent (100%) of the Service Fees, License Fees and all other amounts payable for all of the remaining applicable term of this Agreement. All rights and remedies of Licensor shall be cumulative and not alternative and shall be in addition to all rights and remedies given to Licensor by law or at equity, and the exercise of one or more rights or remedies shall not impair Licensor’s right to exercise any other right or remedy. If Customer fails to perform any act to be performed under this Agreement. Licensor may, but shall not be obligated to, without waiving or releasing Customer from any obligations of Customer, perform such act on Customer’s part. All sums so paid by Licensor shall be paid to Licensor by Customer within thirty (30) days after demand.
Licensor Remedies. All remedies in the Agreement are cumulative. Licensee agrees that monetary damages alone may not be an adequate remedy for material breach of the license restrictions or confidentiality provisions of this Agreement and that BrightWork will be entitled to apply for injunctive relief in case of breach of such provisions.
Licensor Remedies. 14.1. If the Licensee breaches any of its obligations hereunder, the Licensor shall be entitled to seek equitable relief to protect their interests herein and in the Software including but not limited to injunctive or other equitable relief, it being acknowledged by the Licensee that the Licensor would suffer irreparable harm and that damages do not form an adequate remedy.
14.2. If the Licensee falls to completely abide by any term, condition or covenant of this Agreement or otherwise commits a breach of this Agreement, then Licensor may, at its option, immediately terminate this Agreement by providing written notice as such to the Licensee.
14.3. If the Licensee becomes insolvent or files a petition in Bankruptcy, has filed against it an involuntary petition in Bankruptcy or a Receiver is appointed over the assets of the Licensee, or the Licensee commits an act of Bankruptcy, then Licensor may, at its option, immediately terminate this Agreement by written notice as such to the Licensee.
14.4. If this Agreement is terminated in accordance with the provisions hereof the Set Up Fee as provided for in Clause 5.1 will be deemed to have been paid for the use of the Software provided during the time it was in the possession of the Licensee and as a result, in such event, the Licensee will not be entitled to any refund of the Set Up Fee or any License Fees, or any portion thereof.
Licensor Remedies. A. Licensor may demand any money due and owning to it under this Agreement.
B. Licensor may electronically terminate Licensor's use of the Applications and Support Services.
C. Seek an injunction against the continued use of the Software and to protect the Licensor's intellectual and proprietary rights.
Licensor Remedies. [Confidential treatment has been requested]
A. Licensor may demand any money due and owing to it under this Agreement as set forth in Exhibit C.
B. Licensor may electronically terminate Licensor's use of the Applications and Support Services.
C. Seek an injunction against the continued use of the Software and to protect the Licensor's intellectual and proprietary rights.
D. Licensor acknowledges that PMPM payments are to be paid through the end of the last day of the last month in which termination of this Agreement occurred and in which Licensee utilized the QMACS(TM) Software, including the [****] per month fee during a wind down period, if any.
Licensor Remedies. In the event of a Default, Licensor shall have the right to exercise all of its available rights and remedies at law and in equity. Without limiting any other right or remedy available to Licensor, Licensor, at its sole election, shall have the right to (a) terminate this Agreement (or any Addenda, Order Forms and/or any other agreement between Customer and Licensor), and (b) require that Customer pay to Licensor, as additional damages, within ten (10) days of Licensor's delivery of its notice of such election: (i) an amount equal to the total of any and all discounts given Customer in connection with this Agreement, and (ii) since the contract damages suffered by Licensor would be extremely difficult, if not impossible, to determine, an amount equal to one-hundred percent (100%) of the Service Fees, License Fees and all other amounts payable for all of the remaining applicable term of this Agreement (and Customer acknowledges that the same is not deemed a penalty). These damages shall be in addition to all of Licensor's other rights and remedies. All rights, powers and remedies of Licensor under this Agreement and under any other agreement now or hereafter in force between Licensor and Customer shall be cumulative and not alternative and shall be in addition to all rights, powers and remedies given to Licensor by law, and the exercise of one or more rights or remedies shall not impair Licensor's right to exercise any other right or remedy. Customer understands and agrees that in the event of any breach of this Agreement by Customer, Licensor may be irreparably and immediately harmed; accordingly, Licensor, in addition to all other rights and remedies, shall be entitled to seek injunctive relief to prevent breaches of this Agreement and/or specific performance to compel compliance with this Agreement.
Licensor Remedies. A. Licensor may demand any money due and owning to it under this Agreement defined as Implementation and development fees, support and maintenance fees and time and material charges.
B. Seek an injunction against the continued use of the Software and to protect the Licensor's intellectual and proprietary rights.
C. Terminate this agreement in conformance with the terms set forth in paragraph 8.1.
Licensor Remedies. Upon a default hereunder, should Licensee fail within the time period, if any, specified in Paragraph 21.1 to fully cure such default, then without limiting Licensor in the exercise of any other right or remedy at law or in equity which Licensor may have (all remedies provided herein being non-exclusive and cumulative), Licensor may do any one or more of the following :
Licensor Remedies