The Sublicensee Sample Clauses
The Sublicensee clause defines the rights and obligations of a party (the sublicensee) who receives a license to use certain intellectual property from a licensee, rather than directly from the original licensor. This clause typically outlines the scope of the sublicense, any restrictions or conditions imposed on the sublicensee, and the responsibilities the sublicensee must uphold, such as compliance with the original license terms. Its core practical function is to ensure that the sublicensing arrangement is clearly governed, protecting the interests of the original licensor and maintaining control over how the intellectual property is used and further distributed.
The Sublicensee. The Sublicensee represents warrants and covenants with the Sublicensor that the Sublicensee shall:
(a) be responsible for making all payments of the Fees or other monies which may be required to the Sublicensor in accordance with the provisions of this Agreement;
(b) provide and ensure free access to the Sublicensor’s personnel, agents or representatives with the presence of the Sublicensee's representative to all areas within the Sublicensee's control to enable the Sublicensor to perform its duties and obligations required under this Agreement;
(c) be responsible to prepare the site or location where the work and/or the deliverables is to be performed in relation to the use of the QuickMed System, in accordance with the Sublicensor’s approved specifications or recommendations;
(d) obtain and maintain, at its own expense, all relevant licences, permissions, waivers or permits required to operate and use the QuickMed System and shall comply with all applicable laws, regulations standards and codes;
(e) not to use the QuickMed System for any unlawful or improper purposes or to violate the rights of any other party;
(f) take all reasonable steps to prevent fraudulent, improper or illegal use of the QuickMed System;
(g) be fully responsible for its use of the QuickMed System whether such use is for its own purposes or provision of marketing to other parties;
(h) provide details and accurate information to the Sublicensor in relation to the use of the QuickMed System; and
(i) the Sublicensee undertakes to inform the Sublicensor of any change to the Sublicensee’s information or data provided earlier to the Sublicensor within seven
The Sublicensee. A. represents and warrants that it respects the human rights of its staff and does not employ child labor, forced labor, unsafe working conditions, or cruel or abusive disciplinary practices in the workplace and that it does not discriminate against any workers on any ground (including race, religion, disability, gender, sexual orientation or gender identity) and aims to achieve greater equity along those lines in the workplace; and that it pays each employee at least the minimum wage, provides each employee with all legally mandated benefits, and complies with the laws on working hours and employment rights in the countries in which it operates.
B. shall be respectful of its employees’ right to freedom of association and shall encourage compliance with the standards referred to in Clause 10.1.2 by any supplier of goods or services that it uses in performing its obligations under this Agreement.
C. shall comply fully at all times with all applicable laws and regulations, including but not limited to drugs’ safety, pharmacovigilance, anti-corruption and anti-bribery laws.
The Sublicensee is unable to pay its debts or becomes insolvent; is the subject of any form of seizure or an order made or a resolution passed for the administration, winding-up or dissolution; has an administrative or other receiver, manager, trustee, liquidator, administrator, or similar officer appointed over all or any substantial part of its assets; enters into or proposes any composition or arrangement with, or assignment for the benefit of, its creditors generally; or is the subject of any events or circumstances or analogous to the foregoing in any applicable jurisdiction;