MATERIALS PROVIDED BY LICENSOR Clause Samples

The 'Materials Provided by Licensor' clause defines the licensor's obligation to supply certain materials, such as documents, software, or data, to the licensee as part of the agreement. Typically, this clause outlines what specific materials will be provided, the format or medium in which they will be delivered, and any relevant delivery timelines or conditions. Its core practical function is to ensure that the licensee receives all necessary resources from the licensor to effectively use the licensed product or service, thereby preventing misunderstandings or disputes over what is to be supplied.
MATERIALS PROVIDED BY LICENSOR. Licensor may provide from time to time, in its sole discretion, advertising and promotional plans and materials, including without limitation, newspaper mats, television and radio tapes, graphical interface files, promotional brochures and sales aids. Licensee may use all or any of these materials in its sole discretion
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MATERIALS PROVIDED BY LICENSOR. Licensor may provide from time to time, in its sole discretion, advertising and promotional plans and materials, including without limitation, newspaper mats, television and radio tapes, promotional brochures and sales aids. Licensee may use all or any of these materials in its sole discretion. Cellular One License Agreement 17 C. Cellular One Promotional Fund Licensee agrees that Licensor shall have the right, in its sole discretion, to establish a fund for national and/or regional advertising and promotional programs and activities (the "Cellular One Promotional Fund" or the "Fund") for licensees of the Marks and to determine, subject to the maximum limits provided in Section V.C., the amount of contributions to be made by Licensee with respect thereto for any year or years during the term hereof, including any renewal term, commencing on or after January 1, 1993. Upon establishment of the Cellular One Promotional Fund, Licensee agrees to make contributions as required hereunder and under Section V.C. hereof, and agrees that the Fund is to be maintained and administered by Licensor or its designee as follows: 1. Licensor or its designee shall direct all advertising and/or promotional programs with sole discretion over the concepts, materials, and media used in such programs and the placement and allocation thereof. Licensee agrees and acknowledges that the Cellular One Promotional Fund is intended to maximize general public recognition, acceptance, and use of the Marks for the benefit of all licensees of the Marks, and that Licensor or its designee are not obligated, in administering the Fund, to undertake expenditures for Licensee which are equivalent or proportionate to Licensee's contribution, or to ensure that any particular licensee benefits directly or pro rata from expenditures by the Fund. Notwithstanding the foregoing, Licensor agrees that approximately twenty percent (20%) of the advertising fees paid by Licensee with respect to any market in the Licensed Territory which receives a customer survey satisfaction rating (determined pursuant to Section III.C. hereof) of more than 90% for two (2) consecutive annual survey periods shall be spent in such market solely to promote the Marks, utilizing, in each case, the advertising materials developed by Licensor. The special allocation of advertising fees contemplated by this paragraph shall be based upon the amount of fees paid for the year in which the second consecutive required customer survey rati...
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Related to MATERIALS PROVIDED BY LICENSOR

  • Materials and Supplies The cost of materials and supplies is allowable. Purchases should be charged at their actual prices after deducting all cash discounts, trade discounts, rebates, and allowances received. Withdrawals from general stores or stockrooms should be charged at cost under any recognized method of pricing, consistently applied. Incoming transportation charges are a proper part of materials and supply costs.

  • Materials and Methods 86 2.1 PARTICIPANTS 87 We used baseline measurements from a convenience sample of participants in previous (3) and 88 ongoing cohort studies investigating the effects of rehabilitation on balance responses (Table 1). PD 89 participants were mild-moderate with bilateral symptoms (▇▇▇▇▇ and ▇▇▇▇ stage 2-3 (13)). All 90 participants provided written informed consent and all study procedures were approved by Institutional 91 Review Boards at the Georgia Institute of Technology and Emory University.

  • Materials/Proprietary Infringement Unless otherwise expressly provided in this Contract, Contractor shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this Contract. Contractor warrants that any software as modified through services provided hereunder will not infringe upon or violate any patent, proprietary right, or trade secret right of any third party. Contractor agrees that, in accordance with the more specific requirement contained in paragraph “Z” below, it shall indemnify, defend and hold County and County Indemnitees harmless from any and all such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including, costs and expenses but not including attorney’s fees.

  • Operator Materials Operator retains all right, title and interest in and to any and all of Operator’s software, materials, tools, forms, documentation, training and implementation materials and intellectual property (“Operator Materials”). Operator grants to the LEA a personal, nonexclusive license to use the Operator Materials for its own non-commercial, incidental use as set forth in the Service Agreement. Operator represents that it has all intellectual property rights necessary to enter into and perform its obligations in this DPA and the Service Agreement, warrants to the District that the District will have use of any intellectual property contemplated by the Service Agreement free and clear of claims of any nature by any third Party including, without limitation, copyright or patent infringement claims, and agrees to indemnify the District for any related claims.

  • By Licensor Licensor will indemnify and hold harmless Licensee, and its respective members, managers, directors, officers, shareholders, employees, agents, representatives and Affiliates (collectively, the "Licensee Indemnified Parties"), on an After Tax Basis, from and against all claims, losses, damages (including loss of profits and consequential damages awarded to unrelated third parties, if any, but excluding loss of profits and consequential damages otherwise suffered by the Licensee Indemnified Parties), expenses, judgements, costs and liabilities (including reasonable attorneys' fees and costs) (collectively, "Losses") incurred by the Licensee Indemnified Parties arising from Licensor's breach of any obligation, representation or warranty contained in this Agreement, including any Losses resulting from any claim of infringement or misappropriation relating to Licensee's authorized use of the Trademarks, but excluding any Losses resulting from the use of any Trademark in a country where Licensor has not obtained a trademark registration relating to the Media, does not have a pending application for such registration or where a pending application is not sufficient, under the laws of such country, to permit the grant of licensed rights hereunder. Notwithstanding the foregoing, any claims for indemnification that Licensee Indemnified Parties may have pursuant to this Section 9.1 will exclude claims based on information known by BMI (or its Affiliates) as of the Funding Date, whether or not such information formed the basis of issues raised by BMI during Due Diligence (as defined in the Operating Agreement) and whether or not asserted prior to the Walk Away Notice (as defined in the Operating Agreement) or thereafter. In the event of a dispute regarding a claim for indemnification, the Licensee Indemnified Party will have the burden or proof in establishing the validity and amount of the claims and Licensor will have the burden or proof in establishing any defense to such claim, including but not limited to a defense asserted by Licensor that BMI (or its Affiliates) had knowledge of the requisite facts.