Obligations of Licensor Sample Clauses

Obligations of Licensor. 2.1 Licensor shall process the personal data and other operating data of Partner exclusively in accordance with Partner’s instructions and/or End User’s instructions relayed to Licensor by Partner which may include (without limitation) the correction, erasure and/or the blocking of such data. The personal data shall not be used by Licensor for any other purpose. Licensor shall not preserve such personal data longer than instructed by Partner. The statutory preservation periods remain unaffected. 2.2 For processing personal data, Licensor shall only use personnel which provably committed themselves to observe data secrecy and secrecy of telecommunications pursuant to sec 5 German Federal Data Protection Act [Bundesdatenschutzgesetz] and sec 88 German Act on Telecommunication [Telekommunikationsgesetz]. 2.3 Licensor shall implement all technical and organisational measures to comply with the requirements pursuant to sec 9 German Federal Data Protection Act. In particular, Licensor shall take and regularly check the following protection measures:  Physical access control: Licensor shall install an access control system.  Access control: Licensor shall control and log access to data processing systems.  Access limitation control: Licensor shall define, implement and monitor a concept for user rights, rules for passwords and login procedures.  Transmission control: Licensor shall ensure personal data transmission in encrypted form or by a secure alternative procedure. Transmissions must be logged and guidelines for personal data transmissions must be laid down in writing.  Input control: Licensor shall implement a detailed logging system for input, modification and deletion of personal data.  Job control: Licensor shall define in writing and establish control mechanisms to ensure that data are processed strictly in accordance with the instructions of the Provider.  Availability control. Licensor shall run a state of the art backup system and define a restore operation procedure to protect personal data from accidental destruction or loss.  Data separation: Licensor shall ensure by technical means and defined organisational procedures that personal data collected for different purposes (e.g. different Providers) can be processed separately. Technical means can be separated computer systems or demonstrably logical separation. Access by one Partner to the data of any other partner must be prevented. 2.4 If the security measures implemented by Licensor do n...

Obligations of Licensor. During the term of the Agreement and so long as no event of default shall have occurred and not been cured or waived, Licensor shall:

Obligations of Licensor i) Upon execution of this Agreement, LICENSOR shall make the Technology and any additional documents or materials not yet provided as described in Section 1 otherwise necessary to effectuate the license of the Technology contemplated herein available for LICENSEE. ii) Upon request by LICENSEE, LICENSOR shall provide LICENSEE with onsite or remote support in connection with LICENSEE's use of the Technology (including Licensor Improvements) during the term of this Agreement, with reasonable travel expenses paid for by LICENSEE.

Obligations of Licensor. The LICENSOR agrees with the LICENSEE to execute such documents and give such assistance as the LICENSEE may reasonably require: (a) to defeat any challenge to the validity of, and resolve any questions concerning the Patent Rights; (b) to apply for and obtain patents or similar protection for the INVENTION in other parts of the world at the LICENSEE’s expense; (c) to do all that is necessary to vest such protection in the LICENSEE; (d) to inform the LICENSEE of all technical information concerning the INVENTION; and (e) to supply the LICENSEE with any documents or drawings relevant to the INVENTION.

Obligations of Licensor. 2.1 Licensor does not warrant that availability of the Software, its functions and/or Licensor’s servers will be uninterrupted or always error-free. Clause 2.10 shall apply. 2.2 Licensor shall make the Software available to Licensee in an executable form (object code) for download on the Internet. 2.3 Licenseeis not entitled to the sourcecodeof the Software or parts thereof. 2.4 Licensee may accessthe user manual available via ▇▇▇▇▇://▇▇▇▇▇▇▇▇▇.▇▇▇/system- 2.5 Unless explicitly stated herein, Licensor shall not be responsible for installing the Software on Licensee’s infrastructure and/or assisting in suchprocess. 2.6 Licensor is not obliged to provide any consulting, parameterization, customizing, migration, training, programming or other Licensee-specific project services (collectively referred to as“Services”) unlessexplicitly agreedupon by the Parties in writing. 2.7 In order to start and use the Software, Licensee must arrange for a sufficiently powerful Internet connection between Licensee’s IT-systems and Licensor’s server in order to verify the license of the Licensee and to use the Cloud Services. Depending on the type of license, Internet accessfor license verification may be necessary every 24 hours. During this 24-hour period, Internet access solely is necessaryfor useof the Cloud Services. 2.8 Licensor shall be entitled to usethe Software on its own IT-systems and third-party systems– provided that these third-party systemsare controlled by or exclusively assigned to Licensee and/or Licensee’s agents/employees – and may freely subcontractobligations underthis ▇▇▇▇. 2.9 Licensor shall be responsible for the availability of the server(s) necessaryto allow Licensee to use the Software up to a suitable connection point to the Internet that Licensor shall determine ("Service Delivery Point" ). The license provided by this ▇▇▇▇ does not include further Internet connection to the access point of the Licensee. 2.10 Licensor shall use commercially reasonableefforts to maintain the availability of the licensing server(s) for 99% per calendar month (“Agreed Availability”). The licensing server shall be deemed available if accessible and correctly responding when contactedfrom the Service Delivery Point (“Availability”). Non-availability due to force majeure and other reasonsoutside of the responsibility of Licensor and Scheduled Downtimes (seeSec. 2. 1) are not taken into account for the calculation of the Availability if Scheduled Downtimes (1) are anno...

Obligations of Licensor. 3.1 Licensor agrees to supply Licensee with all technical information regarding the use and operation of the KDS Micronizing Machine. The Licensor will manufacture and supply the first 20 KDS machines to be used and /or sold by the Licensee pursuant to this License at the Licensor' s then current wholesale price and the Licensee agrees that the Licensor will be the sole supplier of KDS machines to be purchased by the license for use or resale under this license with the following proviso: - electrical components ( motors and panel ) can be purchased by the Licensee directly from local Korean suppliers and installed on the KDS machine by the Licensee, in which case the wholesale price will be adjusted accordingly. It is understood and agreed that the Technical Information in respect of the KDS Micronizing Machine, which is listed in Annex B, will be furnished by Licensor to Licensee within 30 days of the signing of this Agreement and that details of improvements to the Licensor' s technology made from time to time will be made available to the Licensee without additional charge. The Licensee' s engineers shall be given adequate advice and schooling from the Licensor on how to use the Technical Information for engineering, designing, manufacturing, installation, and commissioning of the KDS Micronizing Machine. This schooling of Licensee' s engineers, which will take place in Canada and/or in Korea, shall be performed in accordance with the Schooling Program specified in Annex E, at no cost for time. The travel and accommodation expense for it in case of Korea shall be paid by the Licensee. The Licensor shall send a technician to Korea for up to 5 working days to assist in the set-up and start-up operation of the demonstration machine at no cost for time, but travel and accommodation costs will be paid by the Licensee. In furtherance of the program for development of Licensor' s Technology by Licensee, Licensor grants to Licensee permission at any time to send, at Licensee' s expense, a reasonable number of technicians for a reasonable time, to Licensor' s plant to obtain any instructions or information which Licensee may reasonably require to enable Licensee to use the Licensor' s Technology Licensor shall, at the request by Licensee, furnish literature, mats of artwork and advertising films, slides, and other promotional and training materials available to Licensee at cost. Licensor shall permit throughout the life of this agreement the exclusive use by Li...

Obligations of Licensor. 7.1 In terms of this Agreement, the Licensor undertakes to do the following, in relation to:

Obligations of Licensor. 4.1 Licensor agrees and warrants: (a) Licensor will give Licensee an Exclusive License to manufacture, deploy, and sell the Oyster Reef Dome and the sole right to sublicense or transfer the License with prior written approval of the Licensor, which approval shall not be unreasonably withheld, conditioned or delayed. (b) Licensor shall split the Net Profits in accordance with a separately executed Revenue Sharing Agreement.

Obligations of Licensor. To the extent Licensor is acting as a Business Associate, Licensor agrees to the following: