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license-agreements | a. licensor has purchased and developed technology and know - how related to certain flow meters, totalizers, hand - held and fixed flare stack igniters, and other market applications and is the sole legal and beneficial owner of such technologies and of certain intellectual property rights therein. b. licensor is the sole legal and beneficial owner of certain molds used in the plastic injection of parts and the licensee wishes to use such molds. c. licensee wishes to license such technology and know - how in order to manufacture, market and distribute certain products. and licensor wishes to grant such license to licensee. d. the parties wish to formally set forth the terms and conditions of this agreement. 1. definitions ~ in this agreement : ( a ) โ confidential information โ means any and all information provided by either party to the other in connection with this agreement. including but not limited to the technology, this agreement. and all techniques. trade secrets. sketches. drawings. works of authorship. models. inventions. knowhow -. processes. apparatuses. equipment. ideas. formulae. algorithms. concepts. software products. software are source documents. and test results related to the current, future and proposed products of each party. and including, without limitation, their respective information concerning research. experimental work. development, design details and specifications. engineering, unpublished financial information. procurement requirements. purchasing. manufacturing, customer lists. investors, employees, business and contractual relationships, business forecasts. sales and merchandising. marketing plans and information the disclosing party provides regarding third parties. ( b ) โ license โ means the license granted hereunder by licensor to licensee to use the technology under the terms and conditions of this agreement. ( c ) โ parties โ means licensor and licensee collectively, and โ party โ means each individually. ( d ) โ person โ means an individual, a corporation. a society, a partnership. a government or any government department or agency. a trustee, any unincorporated organization and includes the heirs and legal representatives of an individual. ( e ) โ product โ or โ products โ means those products of the licensor current at the relevant time. ( f ) โ technology โ means any and all present and future patents, know - how. data and information of any kind relating to certain flow meters. totalizers, hand - held and fixed flare stack igniters. and other | 500 |
license-agreements | exhibit 10. 11 public display agreement between ice data llp and sprott esg gold etf this agreement dated as of june 9, 2022 between : ( 1 ) ice data llp the registered office of which is, milton gate, 60 chiswell street, london, ec 1y 4sa, united kingdom ( hereinafter called โ ice data โ ) and ( 1 ) ice data llp the registered office of which is, milton gate, 60 chiswell street, london, ec 1y 4sa, united kingdom ( hereinafter called โ ice data โ ) and ( 2 ) sprott esg gold etf the registered office of which is situated at 320 post road, ste 230, darien ct 06820 ( 2 ) sprott esg gold etf the registered office of which is situated at 320 post road, ste 230, darien ct 06820 โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ โฆ. ( hereinafter called โ site owner โ ). whereas : ( a ) ice data has entered into agreements ( โ quote vendor agreements โ ) under which it has contracted to provide pricing data to quote vendors. ( a ) ice data has entered into agreements ( โ quote vendor agreements โ ) under which it has contracted to provide pricing data to quote vendors. ( b ) under the quote vendor agreements, quote vendors may supply pricing data to other quote vendors, sub - vendors or subscribers. ( b ) under the quote vendor agreements, quote vendors may supply pricing data to other quote vendors, sub - vendors or subscribers. ( c ) the site owner wishes to display delayed benchmark pricing data and / or delayed pricing data on its web site, or published reports. ( c ) the site owner wishes to display delayed benchmark pricing data and / or delayed pricing data on its web site, or published reports. ( d ) the site owner will either receive the delayed benchmark pricing data and / or delayed pricing data : ( 1 ) as a subscriber from a quote vendor under an agreement between the site owner and the quote vendor ( and in which case ice data requires the site owner to enter into this agreement directly with it to regulate the site owner โ s use of the pricing data and the charges payable ) ; or ( 2 ) in the case of delayed benchmark pricing data, directly from ice benchmark administration. ( d ) the site | 501 |
license-agreements | , general counselmark r. sullivan, general counseloffice : 215 # # # - # # # - # # # # mobile : 856 # # # - # # # - # # # # * * * @ * * * exhibit 10. 58july 24, 2020via email : * * * @ * * * & * * * @ * * * jim neal, ceobob maddox, corporate counselxoma corporation2200 powell street, suite 310emeryville, ca 94608re : non - exclusive license agreement, dated as of november 30, 2001 ( the โ agreement โ ), by and between xoma ( us ) llc as assignee from xoma ireland limited ( the โ licensor โ ) and viventia bio inc. as assignee from viventia biotech inc. ( the โ company โ ) dear jim and bob : as you are aware, viventia bio inc. is a wholly - owned subsidiary of sesen bio, inc. under the terms of the agreement the licensor licensed to the company certain intellectual property rights and the company is utilizing those rights in connection with the development and commercialization of licensed products such as vb4 - 845, also known as vicineum, a locally - administered targeted fusion protein. as you may also be aware, the company is in the process of seeking partners for the development and commercialization of this licensed product outside the united states. in connection therewith, the company proposes to memorialize certain understandings and modifications to the agreement as set forth in this letter agreement ( the โ letter agreement โ ) to assist the company in its partnering efforts, which will benefit both the licensor and the company. 1. section 2. 1 of the agreement shall be deleted in its entirety and replaced with the following : โ 2. 1grant. subject to the terms and conditions of this agreement, xoma hereby grants to viventia and its affiliates a non - exclusive, non - transferable ( except as permitted under section 10. 2 ), worldwide license under the licensed technology to make, have made, use, import, offer for sale and sell licensed products in the field and the limited right to grant third party sublicenses to make, have made, use, import, offer for sale and sell licensed products developed pursuant to the agreement. any such third party sublicense will be consistent with the terms and conditions of this agreement, | 502 |
license-agreements | exhibit 10. 1 joseph petroleum exploration license no. 339 extension letter ( translation ) state of israel ministry of energy and water natural resources authority oil and gas 3rd of sivan, 5773 may 12th, 2013 attn : mr. victor g. carrillo, president & coo zion oil & gas bareket 22 n. industrial area caesarea 38900 dear sir, subject : joseph license / 339 โ extension reference : your letter dated april 10th, 2012 in response to your request i hereby extend the 339 / joseph license until october 10th, 2013. during the period of extension zion oil & gas will execute the following work plan : a. prepare and submit a detailed plan for the abandonment and plugging of the maanit - rehovot # 2 and maanit โ joseph # 3 wells until june 10th, 2013. a. prepare and submit a detailed plan for the abandonment and plugging of the maanit - rehovot # 2 and maanit โ joseph # 3 wells until june 10th, 2013. a. prepare and submit a detailed plan for the abandonment and plugging of the maanit - rehovot # 2 and maanit โ joseph # 3 wells until june 10th, 2013. b. complete the plugging and abandonment of the wells until october 1st, 2013, and submit a detailed report on the above activities. b. complete the plugging and abandonment of the wells until october 1st, 2013, and submit a detailed report on the above activities. b. complete the plugging and abandonment of the wells until october 1st, 2013, and submit a detailed report on the above activities. sincerely, alexander varshavski petroleum commissioner | 503 |
license-agreements | exhibit 10. 5 this is a translation into english of the official hebrew version of the an import license issued by the israel ministry of health to manuka ltd. in the event of a conflict between the english and hebrew texts, the hebrew text shall prevail. the cargo will not be released from the port without the authorization of the quarantine station state of israel ministry of health do not use this certificate for advertising food control services the cargo will not be released from the port without the authorization of the quarantine station state of israel ministry of health the cargo will not be released from the port without the authorization of the quarantine station state of israel ministry of health do not use this certificate for advertising food control services do not use this certificate for advertising food control services preliminary certificate for the import of sensitive food according to section 64 to the law * preliminary certificate for import : 541618 date of origin : february 28, 2022 date of issue : february 28, 2022 this certificate is valid until february 28, 2023 name : manuka ltd. addresses : 19 haim bar lev st., ramat gan # # # - # # # - # # # #, israel telephone : + 972 # # # - # # # - # # # # registration certificate no. 12753 product name product name in english tradename product designation contents / weight honey honey manuka honey marketing varies product name product name in english tradename product designation contents / weight product name product name product name in english product name in english product name in english tradename tradename tradename product designation product designation contents / weight contents / weight honey honey manuka honey marketing varies honey honey manuka honey marketing varies name of manufacturer country of manufacture supplier โ s name supplier โ s country package type waitemata honey co. limited new zealand waitemata honey co. limited new zealand other name of manufacturer country of manufacture supplier โ s name supplier โ s country package type name of manufacturer name of manufacturer country of manufacture country of manufacture supplier โ s name supplier โ s name supplier โ s country supplier โ s country supplier โ s country package type package type waitemata honey co. limited new zealand waitemata honey co. limited new zealand other waitemata honey co. limited waitemata honey co. limited new zealand waitemata honey co. limited waitemata honey co. limited new zealand other the shipment will be accompanied by test results chemical toxicological microbiological | 504 |
license-agreements | exhibit 10. 3license agreementthis license agreement ( the " agreement " ) is entered into and made effective the 18 day of feb, 2011 ( the " effective date " ) between university of miami and its school of medicine, whose principal place of business is at 1600 n. w. 10th avenue, miami, florida 33136 ( hereinafter referred to as " licensor " ) and heat biologics 1, inc., a delaware corporation, whose principal place of business is at atlantic center, 119 washington avenue, suite 401, miami beach, fl 33139 ( hereinafter referred to as " licensee " ). witnessethwhereas, heat biologics, inc., a delaware corporation ( " heat'" ) is the majority shareholder of the licensee, with effect of july 11, 2008, heat and the licensor have entered into a license agreement regarding the podack cancer vaccine ( um97 - 14 ) which was later assigned to the licensee ( hereinafter also referred to herein as the " podack cancer vaccine license agreement " ) ; whereas, licensor is the sole owner of the technology and product identified as the heat shock protein gp96 vaccination ( umd - 107 ) technology ; whereas, licensor is the sole owner of the patent rights relating to the heat shock protein gp96 vaccination ( umd - 107 ) technology ; whereas, licensor wishes to exclusively license to licensee the heat shock protein gp96 vaccination ( umd - 107 ) technology and patent rights related thereto ; andwhereas, licensee desires to acquire an exclusive license from licensor to the heat shock protein gp96 vaccination ( umd - 107 ) technology and patent rights related thereto for the purpose of commercially marketing the heat shock protein gp96 vaccination ( umd - 107 ) technology. page 1 of 20 exhibit 10. 3license agreementthis license agreement ( the " agreement " ) is entered into and made effective the 18 day of feb, 2011 ( the " effective date " ) between university of miami and its school of medicine, whose principal place of business is at 1600 n. w. 10th avenue, miami, florida 33136 ( hereinafter referred to as " licensor " ) and heat biologics 1, inc., a delaware corporation, whose principal | 505 |
license-agreements | exhibit 10. 35 ( b ) construction wastes removal qualification license certification serial number : jzlj [ 2012 ] 001 effective date : until october 30, 2032 issuing authority : pingdingshan construction wastes management office [ seal of pingdingshan construction wastes management office ] october 15, 2012 enterprise name : pingdingshan xulong renewable resource co., ltd. entity type : limited liability company ( invested or controlled by natural person ) address : eastern side of xihuan road, xinhua area, pingdingshan ( premises of pingdingshan hengji concrete co., ltd. ) principal person in charge : zhu yulong business scope : construction wastes cleaning and transportation within municipal planning zone construction wastes removal qualification license certification serial number : jzlj [ 2012 ] 001 effective date : until october 30, 2032 issuing authority : pingdingshan construction wastes management office [ seal of pingdingshan construction wastes management office ] october 15, 2012 enterprise name : pingdingshan xulong renewable resource co., ltd. entity type : limited liability company ( invested or controlled by natural person ) address : eastern side of xihuan road, xinhua area, pingdingshan ( premises of pingdingshan hengji concrete co., ltd. ) principal person in charge : zhu yulong business scope : construction wastes cleaning and transportation within municipal planning zone construction wastes removal qualification license certification serial number : jzlj [ 2012 ] 001 effective date : until october 30, 2032 issuing authority : pingdingshan construction wastes management office [ seal of pingdingshan construction wastes management office ] october 15, 2012 construction wastes removal qualification license certification serial number : jzlj [ 2012 ] 001 effective date : until october 30, 2032 issuing authority : pingdingshan construction wastes management office [ seal of pingdingshan construction wastes management office ] october 15, 2012 enterprise name : pingdingshan xulong renewable resource co., ltd. entity type : limited liability company ( invested or controlled by natural person ) address : eastern side of xihuan road, xinhua area, pingdingshan ( premises of pingdingshan hengji concrete co., ltd. ) principal person in charge : zhu yulong business scope : construction wastes cleaning and transportation within municipal planning zone enterprise name : pingdingshan xulong renewable resource co., ltd. entity type : limited liability company ( invested | 506 |
license-agreements | certain identified information has been excluded from this exhibit because it is both ( i ) not material and ( ii ) would be competitively harmful if publicly disclosed. such portions are marked as indicated with brackets ( โ [ * * * ] โ ) below. technology license agreement ๆน between ็ ๆ ๅ
ฌ ๅธ ekso bionics, inc. and ๆบ ไบบ ๆ ๅ
ฌ ๅธ exoskeleton intelligent robotics co. limited 2019 ๅนด 10 ๆ 22 ๆฅ october 22, 2019 ็ฎ table of contents1. ๅฎ 1definitions. 12. 10scope of agreement. 103. ็ 13transfer of licensed technologies134. 16sublicensing. 165. ็ ๅ ๆฐ 17improvements and updates of licensed technologies. 176. 19development fees19i7. ็ 23challenges to licensed patents. 238. ไธ ๆน ็ ่ก 23enforcement of licensed technologies and third - party infringement claims239. ๆณ 26compliance with laws. 2710. ไฟ 28confidentiality. 2811. ๆ ไฟ 31representations and warranties. 3112. 35liability limitations3513. 36iiindemnification. 3614. ๆญข ใ 38term and termination. 3815. 39miscellaneous. 39 a 50appendix a licensed products50 b ไฟ 51appendix b confidentiality agreement51 c ๅ 54appendix c training and support54 d 57appendix d the expenses57iii e ๆธ
59appendix e list of deliverables59iv technology license agreement ๆฌ ( โ ๆฌ โ ) ็ ๆ ๅ
ฌ ๅธ ( โ ๆน โ ) ๆบ ไบบ ๆ ๅ
ฌ ๅธ ( โ ๆน โ | 507 |
license-agreements | exhibit 10. 2a space license agreement commencement date : october 20, 2016 expiration date : april 17, 2017 commencement date : october 20, 2016 expiration date : april 17, 2017 expiration date : april 17, 2017 owner owner name : bmr - bayshore boulevard lp notice address : 17190 bernardo center drive san diego, california 92128 attn : legal department owner owner name : bmr - bayshore boulevard lp notice address : 17190 bernardo center drive san diego, california 92128 attn : legal department notice address : 17190 bernardo center drive san diego, california 92128 attn : legal department facsimile : * * * * * email : * * * * * user user name : unity biotechnology, inc. notice address : 3280 bayshore boulevard, brisbane, california 94005 facsimile : n / a email : * * * * * description of space and use building / space : approximately 750 rentable square feet located on the second ( 2nd ) floor and approximately 150 rentable square feet located on the first ( 1st ) floor, in each case in the building ( the โ building โ ) at 3280 bayshore boulevard in brisbane, california, as shown on exhibit a attached hereto ( the โ license area โ ). use : with respect to the portion of the license area located on the first ( 1st ) floor of the building : general storage use in accordance with applicable laws ( as defined below ) and any other requirements of any federal, state, regional, local or municipal governmental authority, agency or subdivision ( each, a โ governmental authority โ ). with respect to the portion of the license area located on the second ( 2nd ) floor of the building : office use in accordance with applicable laws ( as defined below ) and any other requirements of any governmental authority. facsimile : * * * * * email : * * * * * user user name : unity biotechnology, inc. notice address : 3280 bayshore boulevard, brisbane, california 94005 facsimile : n / a email : * * * * * description of space and use building / space : approximately 750 rentable square feet located on the second ( 2nd ) floor and approximately 150 rentable square feet located on the first ( 1st ) floor, in each case in the building ( the โ building โ ) at 3280 bayshore boulevard in brisbane, california, as shown on exhibit a | 508 |
license-agreements | exhibit 10. 49 * * * indicates certain confidential portions of this exhibit that have been omitted pursuant to item 601 ( b ) of regulation s - k because the identified confidential portions ( i ) are not material and ( ii ) would be competitively harmful if publicly disclosed. wfnia / ca sca - 11043 schedule no. 11043 to the master index license agreement for index based funds between msci inc. ( โ msci โ ) and blackrock institutional trust company, n. a. ( formerly, barclays global investors, n. a. ) ( โ licensee โ ) dated as of march 18, 2000 ( the โ agreement โ ) effective date of this schedule no. 11043 is september 1, 2010. this schedule shall not be effective until signed by both parties. i. name of the index ( es ) : i. i. name of the index ( es ) : msci kld social 400 index msci usa esg select index ii. description of the fund ( s ) ii. ii. description of the fund ( s ) licensee may use the index and marks solely with respect to the fund ( s ) listed in this schedule no. 11043. the fund ( s ) are to be issued, sold and traded on a public basis in accordance with the applicable rules of the exchange ( s ) below and all applicable securities laws, rules and regulations. the funds ( s ) shall be limited to : united states domestic unit trust shares, whose interests may be listed and traded on national securities exchanges or stock markets. the fund ( s ) shall be exchange traded. they must be listed and traded on a u. s. regulated securities exchange, automated quote system or other regulated u. s. securities market. neither the agreement nor this schedule gives licensee the right to create or offer any futures, options or other derivatives based on the indexes. notwithstanding the foregoing, licensee may hold futures, options or other derivative securities as constituent holdings of the fund ( s ). a copy of the relevant prospectus or offering document of the fund ( s ) is attached hereto as exhibit 1. the fund ( s ) may not contain any share class other than those specified in the relevant prospectus or offering documents attached hereto. a - 1 name and detailed description of the fund ( s ) : ishares msci usa esg select social index fund ishares msci kld 400 social index fund each of | 509 |
license-agreements | exhibit 10. 5 certain information has been omitted under a request for confidential treatment, and the omitted information has been filed with the commission. confidential portions are marked [ * * ]. license agreement by and between orthocyte corporation a california corporation and an affiliate of biotime, inc. ( โ biotime โ ), 1301 harbor bay parkway, alameda, ca 94502 usa ( in the following referred to as โ orthocyte โ ) and heraeus medical gmbh philip - reis - str. 8 / 13 61273 wehrheim, germany ( in the following referred to as โ heraeus โ ) by and between by and between orthocyte corporation orthocyte corporation a california corporation and an affiliate a california corporation and an affiliate of biotime, inc. ( โ biotime โ ), of biotime, inc. ( โ biotime โ ), 1301 harbor bay parkway, 1301 harbor bay parkway, alameda, ca 94502 usa alameda, ca 94502 usa ( in the following referred to as โ orthocyte โ ) ( in the following referred to as โ orthocyte โ ) and and heraeus medical gmbh heraeus medical gmbh philip - reis - str. 8 / 13 philip - reis - str. 8 / 13 61273 wehrheim, germany 61273 wehrheim, germany ( in the following referred to as โ heraeus โ ) ( in the following referred to as โ heraeus โ ) orthocyte and heraeus may in the following be referred to individually as a โ party โ and collectively as the โ parties โ. preamble whereas orthocyte owns, or has licensed rights to, and possesses two therapeutic development platforms. the first one being a comprehensive portfolio of embryonic stem cells and clonal progenitor stem cells of primate origin, as well as related know - how and technological expertise to propagate and differentiate these cells. more specifically, the first platform comprises osteochondro progenitor cell lines named purestemยฎ and related know - how and technological expertise to ensure the isolation and selection of clonal cells with high purity and optimised potency, including methods to ensure scalability of culturing and identification by comprehensive microarrays. the second platform technology is a scaffold technology for cell delivery, named hystem | 510 |
license-agreements | exhibit 10. 26 license agreement between university of maryland, baltimore and cornell research foundation, inc, and artemis neuroscience, inc, this license agreement : ( โ agreement " ) made effective ( ms 24th day of october, 2001 ( the " effective date " ) by and between the university of maryland. baltimore, a constituent institution of the university system of maryland, an agency of the state of maryland having as address at 520 west lombard street, baltimore, maryland 21201 ( " um " ), cornell research foundation, inc., a wholly owned subsidiary of cornell university, located at cornell business & technology park, 20 thornwood drive, suite 105, ithaca, ny 14850 ( " crf " ) and artemis neurosciences. inc., ( artemis ) a corporation of the state of maryland, u. s. a., with its principal place of business at 9850 key west avenue, suite 400, rockvile, md 20850 ( " company " ), witnesseth : whereas, as a public research and education institution * um is interested in licensing patent rights ( as defined below ) in a manner that will benefit the public by facilitating the distribution of useful products and the utilization of new methods, and lacks capacity to commercially develop, manufacture, and distribute such products or methods ; and whereas, subject to certain rights retained by die federal government in federally sponsored research, um and astra akticbolag of 5 - 151 85 sodertaye, sweden ( " astra " ), were joint owners by assignment from the inventors, listed in exhibit a, of the entire right, title, and interest in the u. s. patent * and patent applications listed in exhibit a and in any foreign patent applications and patents corresponding thereto, and m the inventions described and claimed therein, and any divisions, continuations, continuations in part, re - examinations, or reissues thereof ( " um patent rights " ) ; and whereas, by an assignment agreement executed october 19, 1998, astra granted um all of astra's right, title, and interest ia um patent rights, and whereas, swbject to certain rights retained by the federal government in federally sponsored research, um and crf are joint owners by assignment from the inventors, listed in exhibit 6, of the entire right, title., and interest in the u. s. patents and patent applications listed in exhibit b and in any foreign patent applications and patents corresponding thereto, | 511 |
license-agreements | exhibit 10. 23 ( a ) please read the following apple developer program license agreement terms and conditions carefully before downloading or using the apple software or apple services. these terms and conditions constitute a legal agreement between you and apple. apple developer program license agreementpurposeyou would like to use the apple software ( as defined below ) to develop one or more applications ( as defined below ) for apple - branded products. apple is willing to grant you a limited license to use the apple software and services provided to you under this program to develop and test your applications on the terms and conditions set forth in this agreement. applications developed under this agreement for ios products, apple watch, or apple tv can be distributed in four ways : ( 1 ) through the app store, if selected by apple, ( 2 ) through the custom app distribution, if selected by apple, ( 3 ) on a limited basis for use on registered devices ( as defined below ), and ( 4 ) for beta testing through testflight. applications developed for macos can be distributed through the app store, if selected by apple, or separately distributed under this agreement. applications that meet apple's documentation and program requirements may be submitted for consideration by apple for distribution via the app store, custom app distribution, or for beta testing through testflight. if submitted by you and selected by apple, your applications will be digitally signed by apple and distributed, as applicable. distribution of free ( no charge ) applications ( including those that use the in - app purchase api for the delivery of free content ) via the app store or custom app distribution will be subject to the distribution terms contained in schedule 1 to this agreement. if you would like to distribute applications for which you will charge a fee or would like to use the in - app purchase api for the delivery of fee - based content, you must enter into a separate agreement with apple ( โ schedule 2 โ ). if you would like to distribute paid applications via custom app distribution, you must enter into a separate agreement with apple ( โ schedule 3 โ ). you may also create passes ( as defined below ) for use on apple - branded products running ios or watchos under this agreement and distribute such passes for use by wallet. 1. accepting this agreement ; definitions1. 1 acceptancein order to use the apple software and services, you must first accept this agreement. if you do not or cannot accept this agreement, you are not permitted to use the apple software or services. do not download | 512 |
license-agreements | ( hereinafter referred to as the " licensee " ) ( a ) " affiliated ", for the purposes of this agreement, a company will be affiliated with the licensee if it is controlled by the licensee or its directors or officers or has directors or officers in common with the licensee ; ( b ) " designated territory " means the geographical areas of maricopa county, arizona and clark county, nevada ; ( c ) " end products " means gold, silver, platinum and other metals produced from ore ; ( d ) " gross revenue " means all revenue received or accrued by the licensee earned from the application of the process or the sale of end products from the application of the process by the licensee within the designated territory ; ( e ) " gross revenue royalty " means a royalty equal to eight ( 8 % ) percent of gross revenue. ( f ) " plants " means the licensee's existing mineral processing plant in maricopa county, arizona and any other plants the licensee may construct in maricopa county, arizona or clark county, nevada ; and ( g ) " process " means the formula and process for low temperature chemical fusion as disclosed to the licensors by the licensee. ( a ) the licensors own the process free and clear of any liens, charges or encumbrances and have the power and right to grant all rights granted to the licensee under the terms of this agreement ; ( b ) the execution and delivery of this agreement and the exercise of the rights granted herein will not result in a breach of any term or provision of or constitute a default under or conflict with any agreement, judgment, decree, court order or other instrument to which the licensors are a party or by which they are bound ; and ( c ) the licensors have not granted any other right or license to use or exploit the process to any other party for or in the designated territory. brecheisen company, inc. by its authorized signatory : / s / keith d. brecheisen signature of authorized signatory keith d. brecheisen, president name and title of authorized signatory / s / keith d. brecheisen keith d. brecheisen, president signed, sealed and delivered by keith d. brecheisen in the presence of : / s / james t. roe, iii / s / keith d. brecheisen signature of witness keith d. breche | 513 |
license-agreements | exhibit 10. 3 certain confidential portions of this exhibit, marked by brackets, were omitted because those portions are not material and would be competitively harmful to the company if publicly disclosed. execution version license agreement this agreement is entered into with effect as of august 18, 2020 ( the โ effective date โ ) by and between f. hoffmann - la roche ltd with an office and place of business at grenzacherstrasse 124, 4070 basel, switzerland ( โ roche basel โ ) and genentech, inc. with an office and place of business at 1 dna way, south san francisco, california 94080, united states ( โ genentech โ together with roche basel โ roche โ ) on the one hand and regeneron pharmaceuticals, inc. with an office and place of business at 777 old saw mill river road, tarrytown, new york 10591, united states ( โ regeneron โ ) on the other hand. table of contents 1. definitions1. 1 accounting standards1. 2 affiliate1. 3 agreement1. 4 agreement term1. 5 alliance director1. 6 antibody1. 7 applicable law1. 8 back - up compound1. 9 barda1. 10 biosimilar product1. 11 business day1. 12 calendar quarter1. 13 calendar year1. 14 chugai asset criteria1. 15 chugai asset data package criteria1. 16 clinical study1. 17 cmo1. 18 code1. 19 co - funded development plan1. 20 co - funded studies1. 21 collaboration timepoint1. 22 combination product1. 23 commercially reasonable efforts1. 24 companion diagnostic1. 25 competitive infringement1. 26 compound1. 27 [ * * * ] 1. 28 [ * * * ] 1. 29 confidential information1. 31 control1. 32 cover1. 33 covid191. 34 cro1. 35 cta1. 36 dollars1. 37 [ * * * ] 1. 38 drug product1. 39 drug substance 1. definitions1. 1 accounting standards1. 2 affiliate1. 3 agreement1. 4 agreement term1. 5 alliance director1. 6 antibody1. 7 applicable law1. 8 back - up compound1. 9 barda1. 10 biosimilar product1. 11 business day1. 12 calendar quarter1. 13 calendar year1. 14 chugai asset criteria1. 15 chugai asset data package criteria1. 16 clinical study1 | 514 |
license-agreements | exhibit 10. 5 evaluation, option and license agreement between the university court of the university of glasgow and heart test laboratories dated : ref : uof00l. 02173 exhibit 10. 5 evaluation, option and license agreement between the university court of the university of glasgow and heart test laboratories dated : ref : uof00l. 02173 evaluation, option and licence agreement between the university court of the university of glasgow, incorporated under the universities ( scotland ) act 1889 and having its principal office at university avenue, glasgow, g12 8qq, a registered scottish charity in terms of section 13 ( 2 ) of the charities and trustee investment ( scotland ) act 2005 ( charity number sc004401 charity name โ university of glasgow court โ ) ( the university ) ; and heart test laboratories, incorporated under the laws of texas, united states with registration number 800859060 and having its registered office at 9 village circle, suite 527, westlake, tx 76262, usa ( the company ). whereas ( a ) the university has developed the technology. ( b ) the company wishes to evaluate the technology and thereafter, if the evaluation is successful, to be granted a licence to commercially exploit the technology and the university has agreed to consider the granting of such a licence to the company on the terms and conditions set out in this agreement. the parties agree as follows : 1. definitions and interpretation 1. 1. in this agreement ( including the recitals ) unless the context otherwise requires the following words and expressions shall have the following meanings : agreement means this agreement and any amendments to it ; commencement date means the date of execution of this agreement by the university ; evaluation fee means the non - refundable sum of fifteen thousand us dollars ( $ 15, 000 usd ) ; evaluation period means the period commencing on the commencement date and expiring on the earlier of the six ( 6 ) month anniversary of the commencement date and the option exercise date ; evaluation rights means the rights granted by the university to the company under clause 3 ; initial licence period means the period of five ( 5 ) years commencing on the option exercise date ; intellectual property rights means any and all patents, copyright, registered designs, design rights, registered and unregistered trade marks, database rights, know how and any other intellectual property rights anywhere in the world relating to the program including any and all applications for such rights and the right to make such applications ; know how means all information and data relating | 515 |
license-agreements | confidential treatment requested redacted portions are indicated by [ * * * * ] term sheet for license agreement ( term sheet ) this term sheet is not a binding contract between the parties, but it shall be kept confidential. the term sheet is the initial basis for an offer to license the intellectual property rights specified below, and sets forth the primary licensing terms as agreed upon by the undersigned parties, to be codified in a license agreement which is to be negotiated in full between the parties. subject terms licensor inven2 as ( lnven2 ) on behalf of the university of oslo ( uio ) and oslo university hospital hf ( ous ) licensee atossa genetics, inc contact name ( s ) and information steven quay, ceo and president, atossa genetics, inc. 4105 e madison st, suite 320, seattle, wa 98112 t : 206 # # # - # # # - # # # #. object of license ipr including know how related to dofi b - 11035 " combining gene signatures improves prediction of breast cancer survival " as well as patent / patent application ( s ) to be filed to protect this ipr. ownership to patent application ( s ) to be licensed uio / ous. inven2 is empowered to administer uio's / ous'intellectual property rights, including entering into license agreements patent filing, prosecution and defense at national / regional filing, inven2 will file the patent application in the following countries : usa. licensee may ask inven2 to file in additional countries regions at licensee's cost. licensee may choose to exclude certain countries from the license agreement. patent defense : licensee has first right but no obligation. inven2 gets the right to defend the patent rights if licensee does not exercise its first right. publication licensor has the right to publish, and use in teaching and for research purposes, the research results covered in the license agreement type of license granted exclusive geographical scope for license worldwide right to transfer entire license agreement yes. field of use breast cancer and precancerous breast lesions. responsible for product development, introduction on the market, advertisement licensee signing fee and patent costs reimbursement usd [ * * * * ] ; payment due within 60 days after signing of license agreement. all current and future patent costs will be paid by licensee in countries chosen by licensee. payments when reaching certain development steps ( milestone | 516 |
license-agreements | exhibit 10. 8 schedule of the directors, executive officers and 5 % stockholders which have entered into license agreements, franchise agreements or preliminary agreements for a texas roadhouse restaurant as of december 30, 2014 name and ownership prelim. agt. signed fran. or lic. agt. signed franchise fee royalty rate billings, mt texas roadhouse of billings, llc 6040 dutchmans lane louisville, ky 40205 w. kent taylor ( 55. 0 % ) scott m. colosi ( 2. 0 % ) 3 / 1 / 2002 7 / 7 / 2014 $ 0 3. 5 % bossier city, la roadhouse of bossier city, llc 6040 dutchmans lane louisville, ky 40205 steven l. ortiz ( 66. 0 % ) 3 / 19 / 2004 12 / 1 / 2004 $ 0 3. 5 % brownsville, tx texas roadhouse of brownsville, ltd. 6040 dutchmans lane, suite 200 louisville, ky 40205 steven l. ortiz ( 30. 61 % ) 5 / 14 / 2002 9 / 22 / 2014 $ 0 3. 5 % everett, ma texas roadhouse of everett, llc 6040 dutchmans lane louisville, ky 40205 w. kent taylor ( 59. 0 % ) 2 / 15 / 2002 5 / 21 / 2014 $ 0 3. 5 % fargo, nd ( 1 ) roadhouse of fargo, llc 6040 dutchmans lane louisville, ky 40205 scott m. colosi ( 5. 05 % ) 1 / 30 / 2006 8 / 25 / 2006 $ 0 3. 5 % farmington, nm ( 2 ) roadhouse of farmington, nm, llc 6040 dutchmans lane louisville, ky 40205 w. kent taylor ( 95. 0 % ) 3 / 19 / 2004 $ 0 3. 5 % lexington, ky man o โ war restaurants, inc. 300 west vine, suite 2200 lexington, ky 40507 w. kent taylor ( 10. 0 % ) n / a 9 / 26 / 1994 ( lic ) 8 / 13 / 2012 ( fran ) $ 0 2. 0 % longmont, co roadhouse of longmont, llc 6040 dutchmans lane louisville, ky 40205 steven l. ortiz ( 50. 5 % ) 12 / 19 / 2003 11 / 25 / 2014 $ 0 3. 5 % mckinney, tx roadhouse of mckinney, ltd. 6040 dutchmans lane | 517 |
license-agreements | exhibit 10. 1 client license agreement amendment re : license agreement, dated as of 04 / 25 / 2011, by and between immune cellular therapeutics, as client and regent business centers woodland hills, llc, as licensor. the above referenced agreement is hereby amended subject to the following modifications or revisions : 1. the term set forth in the agreement is hereby extended. the renewal term will commence on 07 / 01 / 2012 and will expire on 06 / 30 / 2013. 2. the fixed monthly office fee for the office # 3090 / 93 / 94 / 95 shall be $ 4, 410. 00 subject to any modifications and / or revisions, which may be agreed to by both regent and client. 3. the contents of the office as set forth in the license agreement are unchanged. 4. refundable retainer in the amount of $ 44. 00 is required. all capitalized terms used in this agreement shall have the same meamng as set forth in and defined in the license agreement. except as set forth herein, all other terms and conditions of the license agreement shall remain in full force and effect. agreed to : dated : immunocellular therapeutics, ltd. by : name : regent business centers woodland hills, llc. by : name : | 518 |
license-agreements | exhibit 10. 2 dainippon sumitomo pharma co., ltd. 6 - 8, doshomachi 2 - chome, chuo - ku, osaka # # # - # # # - # # # #, japan phone : ( 81 ) 6 ( 6203 ) 4531 telefax : ( 81 ) 6 ( 6203 ) 4533 dainippon sumitomo pharma co., ltd. dainippon sumitomo pharma co., ltd. 6 - 8, doshomachi 2 - chome, chuo - ku, 6 - 8, doshomachi 2 - chome, chuo - ku, osaka # # # - # # # - # # # #, japan osaka # # # - # # # - # # # #, japan phone : ( 81 ) 6 ( 6203 ) 4531 phone : ( 81 ) 6 ( 6203 ) 4531 telefax : ( 81 ) 6 ( 6203 ) 4533 telefax : ( 81 ) 6 ( 6203 ) 4533 september 16th, 2011 dr. mark pruzanski, m. d. president and chief executive officer intercept pharmaceuticals, inc. 18 desbrosses street new york, new york 10013 re : license agreement - amendment no. 2 โ โ confidential information โ dear mark, reference is hereby made to that certain license agreement, dated as of march 29, 2011 between dainippon sumitomo pharma co., ltd. ( โ dsp โ ) and intercept pharmaceuticals, inc. ( โ intercept โ ) ( the โ license agreement โ ), with respect to which dsp proposes to amend the definition of โ confidential information โ in article 1 of the license agreement by adding the phrase โ as well as the terms and conditions of this agreement and the status or results of any and all activities for development, activities to commercialize, or research activities undertaken by either party under this agreement โ following the phrase โ studies and procedures โ in the last line of the definition of โ confidential information โ. the effective date of this amendment will be september 15, 2011. if this proposed amendment is acceptable to intercept, kindly so indicate by signing where indicated below and returning an executed copy of this amendment to the undersigned. kind regards, / s / yoshinori oh - e yoshinori oh - e, ph. d executive officer director, business development | 519 |
license-agreements | exhibit 10. 56 portions of this document have been redacted. redacted sections marked with โ * * * * *. โ collaboration and license agreement this collaboration and license agreement ( the โ agreement โ ) between avi biopharma, inc. of one s. w. columbia, suite 1105, portland or 97258 ( โ avi โ ) and ercole biotech, inc., of 79 tw alexander dr., bldg 4401, suite 200, research triangle park, nc 27709 ( โ ercole โ ) is entered into and made effective this 19th day of december 2006 ( the โ effective date โ ). overview collaboration and cross licenses avi owns or controls certain patents related to morpholino chemistry ( the โ avi patents โ ), including those licensed under that certain agreement between avi and anti - gene development group effective may 19, 1993 and amended march, 2000 ( the โ agdg agreement โ ). ercole controls certain patents ( the โ isis splicing patents โ, as identified on exhibit 5 ) related to rna splicing licensed under that certain collaboration and license agreement between ercole and isis pharmaceuticals effective may 16, 2003 ( the โ isis cla โ ). ercole controls certain patents ( the โ ercole splicing patents โ ) related to rna splicing licensed under that certain license agreement between ercole and the university of north carolina at chapel hill effective october 15, 2001 ( the โ unc license โ ). the parties wish to collaborate in the areas of drug discovery and medicinal chemistry, as further described below and in the research plan. each party will choose a fixed pool of exclusive gene targets for their research and development efforts and will receive an exclusive license to practice under specified patents owned or controlled by the other party to discover and develop products that modify such exclusive gene targets ( either โ ercole - avi exclusive products โ or โ avi exclusive products, โ each as further defined below ). in exchange for these exclusive licenses and the contribution of each party to the other party โ s efforts to develop splicing modulators, each party will pay royalties and milestones on the development and sale of products. ercole and avi will design and identify morpholino and morpholino peptide conjugate splice switching oligomers that modulate the splicing of ercole - | 520 |
license-agreements | exhibit 10. 37 confidential materials omitted and filed separately with the securities and exchange commission. double asterisks denote omissions. licensing and commercialization agreement by and between spark therapeutics, inc. and novartis pharma ag january 24, 2018 activeus 166647742v. 1 table of contents definitions ; interpretation1 definitions ; interpretation definitions ; interpretation 1 1 1. 1definitions 1 1. 2additional definitions 11 1. 3interpretation 12 governance13 governance governance 13 13 2. 1joint steering committee 13 2. 2alliance managers 15 licenses ; options ; other rights15 licenses ; options ; other rights licenses ; options ; other rights 15 15 3. 1grants by spark 15 3. 2grants by novartis 17 3. 3section 365 ( n ) of the u. s. bankruptcy code 19 development, technical development and regulatory activities20 development, technical development and regulatory activities development, technical development and regulatory activities 20 20 4. 1general 20 4. 2development plan 21 4. 3development studies 22 4. 4regulatory activities 23 4. 5adverse event and product complaint reporting procedures ; pharmacovigilance 25 4. 6decisions to terminate or suspend a study based on safety concerns 25 commercialization26 commercialization commercialization 26 26 5. 1diligence 26 5. 2product trademarks 26 5. 3advertising and promotional materials 26 5. 4pricing and reimbursement 26 5. 5other responsibilities 27 5. 6manufacture and supply 27 financial provisions27 financial provisions financial provisions 27 27 6. 1upfront payments 27 6. 2milestones 27 6. 3royalties 28 6. 4reports ; invoices ; payments 28 6. 5records ; audits 28 6. 6tax matters 29 6. 7currency exchange 29 6. 8blocked payments 29 6. 9late payments 29 6. 10resolution of disputes 30 6. 11no guarantee 30 intellectual property ownership, protection and related matters30 intellectual property ownership, protection and related matters intellectual property ownership, protection and related matters 30 30 7. 1ownership of intellectual property 30 7. 2handling of patent rights 31 7. 3third party infringement 31 7. 4claimed infringement 34 7. 5patent term extensions 34 7. 6license | 521 |
license-agreements | exhibit 10. 16 completetaxยฎ program license agreement this completetaxยฎ program license agreement ( โ agreement โ ) is entered into by and between the individual or legal entity identified in the order form or renewal document which expressly incorporates this agreement by reference ( the โ licensee โ ) and cch incorporated ( โ cch โ ) with offices at 2700 lake cook road, riverwoods, il 60015 - 3867. whereas : a. cch is the creator of completetaxยฎ, an online, asp - model โ do - it - yourself โ tax preparation program and the documentation related thereto ( the โ cch content โ ), including copyrighted materials from the cch tax guide consisting of explanations, examples, worksheets, forms, tax - related news and highlights of tax law changes ; b. cch desires licensee to market access to a private label version ( under the โ private label option โ ) of completetaxยฎ to be used online via cch โ s asp infrastructure ( the โ licensed product โ ), and licensee desires to so market and distribute the licensed product subject to and in accordance with the terms and conditions of this agreement ; c. cch is willing to create, operate and control a licensee - specific web site ( the โ portal web site โ ) through which end - users can access the licensed product ; d. cch is willing to license to licensee a software utility program ( the โ toolkit โ ) that, along with a user id and password specific to the licensee โ s portal web site, enables licensee to perform various design, administrative and communication functions with reference to the licensee โ s portal web site ; f. cch is willing under the private label option to place licensee โ s marks on the pages of the portal web site without, to the extent reasonably possible, any of the cch marks appearing on the portal web site ; g. cch desires licensee to place a link to the portal web site on any web sites owned or controlled by licensee, licensee โ s affiliates and licensee โ s corporate accounts, and to market and promote to prospective end - users the portal web site and the licensed product ; h. cch is willing to license the cch marks to licensee for use solely in connection with the marketing, distribution or use of the portal web site and the licensed product, in accordance with the terms and conditions of | 522 |
license-agreements | exclusive fully paid up license agreement between green oil plantations ltd. and biopower operations corporation january 27, 2011 1 1 1 exclusive fully paid up license agreement this agreement ( the " agreement " ), dated january 27, 2011 ( the effective date ) is entered into by and between green oil plantations ltd., a united kingdom corporation and their affiliates, associates and successors ( โ licensor โ and โ green oil โ ), uk head office : the colchester centre, hawkins road, colchester, co2 8jx, uk, company number : 07205772, registered in england and wales with a registered address at 3 warners mill, silks way, braintree, cm7 3gb, england and biopower operations corporation, a nevada corporation, collectively, ( โ licensee โ and โ biopower โ ) located at 5379 lyons rd. suite 301, coconut creek, florida 33073 usa. whereas, licensor produces high - density, short - rotation biomass crops on a commercial scale using proprietary integrated farming methodologies and which can be harvested and sold as wood chips or wood pellets for conversion to electricity or bio fuels and, can provide plantation consulting, soil testing and audit services, site inspection / assessment, nursery establishment and management, plantation establishment and management ( including advanced pruning techniques ), financial feasibility studies ( capital, running costs, cash flow projections ), advanced jatropha pruning / harvesting techniques ( in over twenty countries around the world ), enhancing production in poorly producing plantations, location and assessment of profitable bio fuel investment projects, development of jatropha bio fuel, biomass, and renewable energy strategies, gps directed mechanical planting, harvesting & pruning system feedstock, and whereas, licensor can produce from biomass power, steam, hydrogen, transport fuel, fertilizers, pesticides, chemicals and other important products through advanced technologies, and whereas, licensor has certain rights to the use of various technologies and processes, and wheras, licensee agrees to establish green oil plantations americas, as a wholly - owned subsidiary of biopower to collaborate with licensor in developing biomass projects in the exclusive territories, and whereas, licensor has agreed to grant and licensee has agreed to take, an exclusive license, for a territory, to the rights relating to certain development, planting, project management, manufacturing, processing, marketing and the sale of products produced through the use of licens | 523 |
license-agreements | [ * * * ] = portions of this exhibit have been omitted and filed separately with the securities and exchange commission. confidential treatment requested under 17 c. f. r. section 240. 24b - 2. exhibit 10. 3 execution version uick oxford biomedica ( uk ) ltd and axovant sciences gmbh licence agreement this licence agreement ( the โ agreement โ ) is made on june 5, 2018 ( the โ effective date โ ) between ( 1 ) oxford biomedica ( uk ) ltd, a company incorporated in england and registered under number 03028927, whose registered office is at windrush court, transport way, ( 1 ) ( 1 ) oxford biomedica ( uk ) ltd, a company incorporated in england and registered under number 03028927, whose registered office is at windrush court, transport way, oxford biomedica ( uk ) ltd, a company incorporated in england and registered under number 03028927, whose registered office is at windrush court, transport way, oxford, ox4 6lt ( โ biomedica โ ) ; and ( 2 ) axovant sciences gmbh, a company organized and existing under the laws of switzerland, having its principal place of business at viaduktstrasse 8, 4051 basel, switzerland ( the โ licensee โ ). ( 2 ) ( 2 ) axovant sciences gmbh, a company organized and existing under the laws of switzerland, having its principal place of business at viaduktstrasse 8, 4051 basel, switzerland ( the โ licensee โ ). axovant sciences gmbh, a company organized and existing under the laws of switzerland, having its principal place of business at viaduktstrasse 8, 4051 basel, switzerland ( the โ licensee โ ). background ( a ) biomedica has special expertise and longstanding experience in the field of lentiviral vector gene therapy products, including pre - clinical and clinical development, manufacture, testing and product release. ( a ) ( a ) biomedica has special expertise and longstanding experience in the field of lentiviral vector gene therapy products, including pre - clinical and clinical development, manufacture, testing and product release. biomedica has special expertise and longstanding experience in the field of lentiviral vector gene therapy products, including pre - clinical and clinical development, manufacture, testing and product release. ( b ) biomedica has developed | 524 |
license-agreements | exhibit 10. 15 notice of election for rates and terms for pureplay webcasters 2011 license period for all or any portion of the period january 1, 2011 โ december 31, 2011 i. election the licensee identified below hereby elects, and declares that it is eligible for, the rates and terms for the statutory licenses for the making of ephemeral phonorecords and digital audio transmissions of sound recordings1 by pureplay webcasters set forth in the federal register at 74 fed. reg. 34796 ( jul. 17, 2009 ) ( the โ pureplay webcaster rates and terms โ ) and authorized pursuant to the webcaster settlement act of 2009 ( pub. l. no. 111 - 36 ; to be codified at 17 u. s. c. ยง 114 ( f ) ( 5 ) ). this election is for the period commencing on january 1, 2011, or the date of the licensee โ s first digital audio transmission of a sound recording under the statutory licenses after such date, and ending on december 31, 2011. 1 this election is for any eligible digital transmissions and ephemeral recordings on stations and channels owned and / or operated by the licensee. ( in order to elect the rates and terms applicable to โ small pureplay webcasters, โ as defined in 74 fed. reg. 34796, at 34797 ( jul. 17, 2009 ), the licensee must submit a separate notice of election for small pureplay webcasters instead of the notice of election for pureplay webcasters. ) the licensee acknowledges that this election to pay royalties in accordance with the pureplay webcaster rates and terms is in lieu of any different rates and terms that may be available to such licensee. upon filing of this notice of election, and for so long as the service qualifies for the pureplay webcaster rates and terms, the licensee acknowledges and agrees that it cannot opt out of these rates and terms or otherwise elect different rates and terms during the period for which this election is made. [ remainder of page intentionally left blank ] 1 17 u. s. c. ยง ยง 112 ( e ) & 114. 1 1 of 4 notice of election rates and terms for pureplay webcasters 2011 license period ii. licensee information 2 pandora media, inc. 3 4 2101 webster street suite 1650 oakland, ca 94612 main : 510 # # # - # | 525 |
license-agreements | exhibit 10. 4 exhibit 10. 4 intellectual property license agreement by and between xpo logistics, inc. and gxo logistics, inc. _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ dated as of july 30, 2021 table of contents pagearticle idefinitions and interpretationsection 1. 1certain definitions 2section 1. 2other defined terms 4article iiassigned intellectual propertysection 2. 1assignment of the warehouse management platforms 4section 2. 2assignment of the xpo smart software 5article iiiintellectual property licensessection 3. 1license to spinco licensees of parent licensed software6section 3. 2license to parent licensees of the na warehouse management platforms6section 3. 3shared software6section 3. 4license to spinco licensees of parent licensed ip7section 3. 5license to parent licensees of licensed - back ip7section 3. 6wmx software as a service 7article ivlicense limitationssection 4. 1rights of subsidiaries 7section 4. 2sublicensing 8section 4. 3no other rights ; retained ownership 9section 4. 4other restrictions 9section 4. 5delivery 9section 4. 6open source 9section 4. 7treatment of source code 9section 4. 8source code restrictions 10article vtransferabilitysection 5. 1assignment 10section 5. 2limitations on change of control 10section 5. 3divestiture of parent business unit 11 pagearticle idefinitions and interpretationsection 1. 1certain definitions 2section 1. 2other defined terms 4article iiassigned intellectual propertysection 2. 1assignment of the warehouse management platforms 4section 2. 2assignment of the xpo smart software 5article iiiintellectual property licensessection 3. 1license to spinco licensees of parent licensed software6section 3. 2license to parent licensees of the na warehouse management platforms6section 3. 3shared software6section 3. 4license to spinco licensees of parent licensed ip7section 3. 5license to parent licensees of licensed - back ip7section 3. 6wmx software as a service 7article ivlicense limitationssection 4. 1rights of subsidiaries 7 | 526 |
license-agreements | exhibit 1 : payments exhibit 2 : xbox 360 royalty tier selection form exhibit 3 : xbox 360 publisher enrollment form exhibit 4 : authorized subsidiaries exhibit 5 : non - disclosure agreement exhibit 6 : japan / asian royalty incentive program exhibit 7 : xbox live incentive program warranties 15. 1 publisher. publisher warrants and represents that : north america manufacturing region : asian manufacturing region ( if different ) : name : take - two interactive software, inc. name : address : 622 broadway address : new york, ny 10012 attention : attention : email address : email address : fax : fax : phone : phone : name : take - two interactive software europe ltd address : saxon house, 2 - 4 victoria street windsor, berkshire, sl4 1en, uk vat number : gb578 51 51 11 attention : simon little email address : * * * @ * * * fax : + 44 1753 496669 phone : + 44 1753 496600 this non - disclosure agreement ( the โ agreement โ ) is made and entered into as of the later of the two signature dates below by and between microsoft corporation, a washington corporation ( โ microsoft โ ), and take two, a new york corporation ( โ company โ ). in consideration of the mutual promises and covenants contained in this agreement and the mutual disclosure of confidential information, the parties hereto agree as follows : ( a ) โ confidential information โ means nonpublic information that a party to this agreement ( โ disclosing party โ ) designates as being confidential to the party that receives such information ( โ receiving party โ ) or which, under the circumstances surrounding disclosure ought to be treated as confidential by the receiving party. โ confidential information โ includes, without limitation, information in tangible or intangible form relating to and / or including released or unreleased disclosing party software or hardware products, the marketing or promotion of any disclosing party product, disclosing party โ s business policies or practices, and information received from others that disclosing party is obligated to treat as confidential. except as otherwise indicated in this agreement, the term โ disclosing party โ also includes all affiliates of the disclosing party and, except as otherwise indicated, the term โ receiving party โ also includes all affiliates of the receiving party. an โ affiliate โ means any person, partnership, joint venture, corporation or other form of enterprise, domestic or foreign, including but not limited to subsidiaries, that directly | 527 |
license-agreements | exhibit 10. 12 exclusive license agreement this exclusive license agreement ( โ agreement โ ) is entered into effective as of september 1, 2004, by and among natural alternatives international, inc., a delaware corporation ( โ nai โ ) with its principal offices at 1185 linda vista drive, san marcos, california 92078, and reginald b. cherry ministries, inc. a texas non - profit corporation ( โ ministries โ ), with its principal address at 8323 southwest freeway, suite 440, houston, texas 77074. the parties to this agreement are sometimes referred to collectively herein as the โ parties โ or separately as a โ party โ. recitals a. nai is in the business of designing, researching, formulating, developing, manufacturing, packaging, distributing and marketing nutritional products and has demonstrated its capability to develop formulae and to manufacture nutritional products derived from such formulae. b. ministries is exempt from federal income tax under section 501 ( c ) ( 3 ) of the internal revenue code of 1986, as amended, and is organized and operated for charitable, educational and religious purposes, and specifically operates a television ministry, a major tenet of which is the importance of physical, mental and spiritual health in the acceptance, advancement and promotion of god and his teachings ( the โ exempt purposes โ ). c. in furtherance of and to advance its exempt purposes, ministries entered into an assignment agreement ( โ cherry assignment โ ) with dr. reginald b. cherry, an individual ( โ dr. cherry โ ), in which dr. cherry assigned to ministries an undivided fifty - one percent ( 51 % ) interest in his name and likeness in connection with the manufacture, use and sale of nutritional foods and supplements. d. ministries believes that its relationship with nai under this agreement will further and advance the exempt purposes and activities of ministries. e. ministries desires to utilize the expertise of nai to design, research, formulate, develop, manufacture, package, sell, distribute and market nutritional products which, in ministries โ good faith belief, will further and advance the exempt purposes and activities of ministries. f. nai desires to design, research, formulate, develop, manufacture, package, sell, distribute and market nutritional products to all markets worldwide, and through all channels or means of distribution using the names, likenesses, styles, persona, patents, trademarks, logos, domain names and copyrights developed and to be developed by ministries under | 528 |
license-agreements | exhibit 10. 5 execution copy amendment and novation agreement this amendment and novation agreement ( this โ agreement โ ) is entered into as of march 23, 2012 by and among high power exploration inc., a company organized under the laws of the state of delaware ( formerly known as goviex ip holdings inc. and the assignee of a patent license from govi high power exploration inc. ) ( โ hpx delaware โ ), geo27 s. ar. l., a company organized under the laws of luxembourg ( โ geo27 โ ) and hpx techco inc., a company organized under the laws of the british virgin islands ( formerly known as goviex techco inc. ) ( โ hpx techco โ ), ( each, a โ party, โ and collectively, the โ parties โ ). whereas, hpx techco and hpx delaware are parties to a patent license agreement entered into as of july 18, 2008 ( the โ patent license agreement โ ) with respect to certain patent rights and intellectual property rights worldwide, except for the european union ( the โ non - eu worldwide ip rights โ ) ; whereas, hpx techco wishes to enter into a novation with geo27 to assign its rights, duties and obligations under the patent license agreement with respect to the non - eu worldwide ip rights, but excluding the united states rights ( the โ non - eu / us worldwide ip rights โ ) to geo27 and geo27 wishes to accept such rights, duties and obligations ; whereas, hpx delaware wishes to consent to the novation of hpx techco โ s rights, duties and obligations under the patent license agreement with respect to the non - eu / us worldwide ip rights โ ; whereas, hpx delaware and hpx techco wish to amend ( for the avoidance of doubt, immediately prior to the foregoing novation of the non - eu / us worldwide ip rights to geo27 ) the patent license agreement to delete the united states from the territory in consideration for the termination of any future license fees thereunder. whereas, hpx techco and ibex resources inc. ( formerly known as goviex gold inc. ) ( โ ibex โ ) are parties to a license and lease agreement made effective as of november 18, 2008 and signed the 22nd day of january 2010, pursuant to which hpx techco granted certain licenses and other rights to ibex ( the โ license and lease agreement โ ) ; and whereas | 529 |
license-agreements | exhibit 4. 19 agreement to furnish certain instruments this agreement to furnish certain instruments is dated effective as of the 23rd day of february, 2009, by triangle capital corporation, a maryland corporation ( the โ company โ ). whereas, the company intends to file an annual report on form 10 - k with the securities and exchange commission ( the โ commission โ ) on or about february 25, 2009, in connection with its requirements under the securities exchange act of 1934, as amended ( the โ exchange act โ ) ; whereas, item 601 ( b ) ( 4 ) ( iii ) ( a ) of regulation s - k ( which is referenced item 15 ( a ) of form 10 - k ) requires that the company, upon request, agree to furnish copies of any instrument defining the rights of the holders of long - term debt of the company and its subsidiaries for which consolidated or unconsolidated financial statements are required to be filed, if the total amount of securities authorized thereunder amounts to less than ten percent of the total assets of the company and its subsidiaries on a consolidated basis ( each, an โ accessible debt instrument โ ) ; and whereas, the company โ s wholly owned subsidiary, triangle mezzanine fund lllp, a north carolina limited liability limited partnership, has issued a number of debentures which would qualify as accessible debt instruments under item 601 ( b ) ( 4 ) ( iii ) ( a ) of regulation s - k. now, therefore, the company hereby acknowledges and agrees that, upon request, it will furnish to the commission copies of any accessible debt instrument, either currently existing or issued in the future. in witness whereof, the company has caused this agreement to be executed by a duly authorized officer as of the day and year first above written. triangle capital corporation by : / s / steven c. lilly name : steven c. lilly title : chief financial officer and secretary exhibit 4. 19 agreement to furnish certain instruments this agreement to furnish certain instruments is dated effective as of the 23rd day of february, 2009, by triangle capital corporation, a maryland corporation ( the โ company โ ). whereas, the company intends to file an annual report on form 10 - k with the securities and exchange commission ( the โ commission โ ) on or about february 25, 2009, in connection with its requirements under the securities exchange act of 1934, as amended ( the โ exchange act โ ) ; whereas, item 601 ( b ) | 530 |
license-agreements | exhibit 10. 1 fourth modification to manufacturing, distributing and technology license agreement this fourth modification to manufacturing, distributing and technology license agreement ( this โ fourth modification โ ) is made and entered into as of december 15, 2011 by and between image sensing systems, inc., a minnesota corporation located at 500 spruce tree centre, 1600 university avenue west, st. paul, minnesota 55104 ( hereinafter, โ iss โ ), and econolite control products, inc., a california corporation located at 3360 e. la palma avenue, anaheim, california 92806 ( hereinafter โ econolite โ ). iss and econolite were the parties to the original manufacturing, distributing and technology license agreement dated june 11, 1991 ( the โ agreement โ ) which was subsequently modified, in part, in a letter agreement dated june 19, 1997 ( the โ letter agreement โ ), a modification to manufacturing, distributing and technology license agreement dated september 1, 2000 ( the โ first modification โ ), extension and second modification to manufacturing, distributing and technology license agreement dated july 13, 2001 ( the โ second modification โ ) a settlement agreement, contract modification and mutual release executed august 3, 2006 ( the โ settlement โ ), and the extension and third modification to manufacturing, distributing and technology license agreement dated july 3, 2008 ( the โ third modification โ ), an exhibit a dated september 21, 2009 ( โ amended exhibit a โ ) and an exclusive license and distribution agreement by and between iss, econolite and econolite canada, inc. effective january 2, 2011 ( the โ canada rtms agreement โ ). recitals : a. the parties desire to add certain remote traffic microwave sensors ( โ rtms products โ ) to the products and technologies listed in the agreement. b. the parties desire to update and revise the mutual confidentiality and non - disclosure agreement form provided in the agreement. now, therefore, for and in consideration of the foregoing premises, and the mutual covenants and agreements contained herein, the parties hereto agree as follows : 1. exhibit a to the agreement, as modified and amended previously, is superseded by exhibit a ( dated as of december 15, 2011 ) attached hereto and made a part hereof by this reference. 2. the final paragraph of section a, definitions, of article v of the agreement is deleted and a new final paragraph of section a, definitions, of article v is substituted as follows | 531 |
license-agreements | the licensed intellectual property rights include the trademarks and patents which the licensor owned as of june 30, 2014 as exhibit 1. the licensed term is 5 years, from june 30, 2014 to june 29, 2019. the license of all the intellectual property rights is free of charge. the license is common license. the licensee 1 and licensee 2 cannot authorize other entities or individuals to use the licensed intellectual property rights. the licensor can authorize any other entity or individual to use the licensed intellectual property rights without prior consent of or notice to the licensee 1, licensee 2 or any third party. the licensor authorizes the licensor 1 and the licensor 2 to use the licensed trademarks and patents in the world. the licensor is entitled to supervise the use of the licensed trademarks by licensor 1 and licensor 2, which shall ensure the use in a right manner. when using the licensed trademarks, the licensor 1 and licensor 2 shall write their name and the original place of products. rights and obligations of each party special clauses provision and share of future amendments governing laws disputation settlement effective, amendment and termination validity signature exhibit 1 โ breakdown of registered trademarks and patents โ | 532 |
license-agreements | license agreement this license agreement ( โ agreement โ ) dated this 1st day of may 2014, by and between flex pharma, inc., a massachusetts corporation, with an office at 800 boylston street, 24th floor, boston, massachusetts 02199 ( hereinafter โ flex โ ) and eclds, llc, a limited liability company with an office located at two international place, floor 23, boston, massachusetts 02110 ( hereinafter โ eclds โ ) : 1. flex hereby grants a license to eclds to use and occupy approximately 2, 647 square feet of office space on the twenty fourth floor of the building located at 800 boylston street, boston, massachusetts, together with the right to utilize in common with others, for ingress and egress, the following areas : the back corridor, it room and kitchen ( collectively, the โ common areas โ ), along with six cubicles and six offices, which space is more particularly shown on schedule a attached hereto and incorporated herein. 2. under the terms of this agreement, eclds will be responsible for the cost of any computer hardware, software upgrades or maintenance to equipment owned by eclds. in addition, eclds will be responsible for any computer and telephone related costs resulting from the move of eclds to 800 boylston street. costs may include but not be limited to wiring of the office to accommodate eclds โ phone and fax needs, telephone programming to add new numbers and mailboxes, and consultant cost to install eclds technology. 3. the term of this agreement shall be three ( 3 ) years and four ( 4 ) months commencing may 1, 2014 and, notwithstanding any earlier termination, expiring on or before august 30, 2017 ( โ initial term โ ). 4. beginning on august 1, 2014, eclds shall pay to flex, without notice or demand and without abatement, deduction or offset a license fee of $ 7, 721. 23 per month ( $ 35. 00 psf on 2, 647. 28 square feet ) by the 25th of the prior month at the office of flex or such other place as flex may designate. 5. an amount of $ 15, 442. 46 ( two months of license fees ) shall be deposited with flex at signing as security for eclds โ compliance with this agreement. 6. both parties shall have | 533 |
license-agreements | exhibit 10. 29 mad7 research and development license effective january 1, 2019 terms license type non - exclusive, non - transferable license in the licensed fields of use from inscripta, inc. for research and development using 1 ) the mad7 nuclease ( as defined by seq id no : 7 in u. s. pat. no. 9, 982, 279 ) ; or 2 ) native and codon optimized nucleic acids encoding a mad7 nuclease. 1 ) and 2 ) collectively are referred to as โ mad7 โ. this license in the licensed fields of use is irrevocable, subject to licensee not using mad7 in the excluded fields of use below without reaching further agreement with inscripta. inscripta, inc. contact general counsel, inscripta, inc. ( * * * @ * * * ) licensed patent ( s ) u. s. patent no. 9, 982, 279, u. s. patent no. 10, 337, 028, and applications claiming priority therefrom, including continuations, continuations - in part, divisionals, and foreign counterparts. licensed fields of use 1 ) use of mad7 to perform research and development in both academic and commercial settings with no restrictions on plant or animal species and varieties ; 2 ) use of mad7 to perform commercial services, subject to the excluded fields of use. excluded fields of use 1 ) sale or re - sale of mad7, including as part of a therapeutic product ; or 2 ) continued use of mad7 in a commercial manufacturing process ; and 3 ) use of mad7 in the editing of human embryos. for clarity, the use of mad7 to create a commercial product that does not physically contain mad7 at the time of sale and does not require continued use of mad7 for manufacture is not considered an excluded field of use. licensed territory worldwide duration the duration of the last valid claim of the licensed patent ( s ) royalties & payments initial license fee none earned royalties none choice of law this agreement shall be governed by the laws of the state of delaware, without reference to conflict of laws principles sublicensing sublicensing not permitted ; collaborators and / or distribution partners can acquire an individual license on the same terms as provided herein. terms terms license type non - exclusive, non - transferable license in the licensed fields of use from inscripta, inc. for research and development | 534 |
license-agreements | exhibit 10. 9 [ * * * ] certain information in this document has been omitted and filed separately with the securities and exchange commission. confidential treatment has been requested with respect to the omitted portions. confidential aavlife ref. inserm transfert : 12364a10 license agreement this license agreement ( the โ agreement โ ) is made and entered into effective as of july 4, 2014 ( the โ effective date โ ) by and between inserm transfert, a limited company organized under the laws of france, whose registered headquarters are located at 7 rue watt, 75013 paris, france, nยฐ siret 434 033 619 00025, co de ape 7219z, rcs paris b 434 033 619, represented by its chairman of the board of management, mrs. pascale auge ( โ inserm transfert โ ), acting as delegatee of institut national de la sante et de la recherche medicale ( โ inserm โ ), french national institute of health and medical research, a public scientific and technological establishment having its principal offices at 101 rue de tolbiac, 75654 paris cedex 13, france, as part of the activities of lnserm unit u964 โ institute of genetics and molecular and cellular biology, โ directed by brigitte kieffer located at parc d โ innovation - 1 rue laurent fries - 67404 illkirch cedex france, and of lnserm unit u986 โ genomics, environment factors and biotherapy of endocrine and neurologic diseases, โ directed by pierre bougneres and located at hopital de bicetre - 80 rue du general leclerc - 94276 le kremlin bicetre cedex france ( the โ laboratories โ ). cnrs, unistra, paris xi and cornell gave power to lnserm transfert to act in its name and on its behalf for this agreement. lnserm, cnrs, unistra, paris xi and cornell are collectively referred as โ licensors โ, on the one hand, and aavlife, a french simplified joint stock company ( societe par actions simplifiee ) registered with the paris trade and companies registry number no. b 799 863 873 00011, whose registered office is 183 / 185 avenue de choisy โ 75013 paris, france, represented by amber salzman | 535 |
license-agreements | exhibit 10. 10 certain confidential portions of this exhibit have been omitted and replaced with โ [ * * * ] โ. such identified information has been excluded from this exhibit because it is ( i ) not material and ( ii ) would likely cause competitive harm to the company if disclosed. s14 - 157 mw amendment 11 / 18 / 2016 s14 - 157 mw amendment 11 / 18 / 2016 s14 - 157 mw amendment 11 / 18 / 2016 amendment no 1 to the license agreement effective the 17th day of november 2015 between stanford university and akoya biosciences effective the 18th day of november, 2016, the board of trustees of the leland stanford junior university ( โ stanford โ ), an institution of higher education having powers under the laws of the state of california, and akoya biosciences, inc. ( โ akoya โ ), a corporation having a principal place of business at 360 post street, suite 601, san francisco, ca, agree as follows : 1. background 1. background 1. background stanford and akoya are parties to a license agreement effective the 17th day of november, 2015 ( โ original agreement โ ) covering โ slide - based antibody detection with oligos โ disclosed in stanford docket s14 - 157, from the laboratory of dr. garry nolan. stanford and akoya wish to amend the original agreement to add a new patent application disclosed in stanford docket s16 - 116 titled โ highly - multiplexed fluorescent imaging using iterative hybridization / de - hybridization cycles of short oligonucleotides to labeled affinity reagents โ from the laboratory of dr. garry nolan. 2. amendment 2. amendment 2. amendment 2. 1paragraph 2. 6 of original agreement is hereby deleted in its entirety and replaced with the following : 2. 1paragraph 2. 6 of original agreement is hereby deleted in its entirety and replaced with the following : 2. 1 paragraph 2. 6 of original agreement is hereby deleted in its entirety and replaced with the following : โ licensed patent โ means stanford โ s : u. s. provisional applications serial number 62 / 015, 799 filed june 19, 2014 and serial number 62 / 367, 530 filed july 27, 2016 ; u. s. patent application serial number 14 / 560, 921, filed december 4, 2014, pct application serial number pct / us15 / 36763, any u. s. and foreign patent | 536 |
license-agreements | exhibit 10. 2 second addendum second addendum between between gemabiotech sau ( โ gema โ ) gemabiotech sau ( โ gema โ ) fray justo sarmiento 2350 fray justo sarmiento 2350 edificio 2b, piso 5ยฐ edificio 2b, piso 5ยฐ olivos, province of buenos aires olivos, province of buenos aires argentina argentina and and savara aps ( โ savara โ ) savara aps ( โ savara โ ) slotsmarken 17, 2 tv slotsmarken 17, 2 tv 2970 horsholm 2970 horsholm denmark denmark individually referred to as a " party " and collectively referred as the " parties ". individually referred to as a " party " and collectively referred as the " parties ". now, therefore, in consideration of the mutual convenants, agreements and representations herein contained, the parties agree as follows : now, therefore, in consideration of the mutual convenants, agreements and representations herein contained, the parties agree as follows : 1. recitals 1. 1 gema hereby declares that the change in its corporate name from gemabiotech sa to gemabiotech sau does not alter gema's duties and responsibilities assumed in the agreement, being able to carry out the performance of this second addendum. gema hereby declares that the change in its corporate name from gemabiotech sa to gemabiotech sau does not alter gema's duties and responsibilities assumed in t he agreement, being able to carr y out the performance of this second addendum. 1. 2 in december 10th, 2012 gema and serendex has entered into a supply and license agreement ( " the agreement " ) concerning serendex supply and license of api know how and technology by gema in order to allow serendex to conduct research, develop, distribute, commercialize and market final product based upon the api. in december 10 th,, 2012 gema and serendex has entered into a supply and license agreement ( " the agreement " ) concerning serendex supply and license of api know how and technology by gema in order to allow serendex to conduct research, develop, distribute, commercialize and market final product based upon the api. 1. 3 due to necessities of the business, the parties agreed to transfer the | 537 |
license-agreements | exhibit 2. 3 execution version exhibit 2. 3 execution version contribution agreement by and among merlin media, llc, emmis operating company, emmis radio, llc, emmis radio license, llc, emmis radio holding corporation and emmis radio holding ii corporation dated as of june 20, 2011 table of contents article 1 assets to be contributed 2 1. 1 contribution of assets and assumption of liabilities 2 1. 2 assets 2 1. 3 excluded assets 4 1. 4 assumption of only certain liabilities and obligations 5 1. 5 recapitalization 6 1. 6 contribution price 6 article 2 closing 7 article 3 representations and warranties of the contributors 7 3. 1 organization 7 3. 2 solvency 7 3. 3 securities representations 7 3. 4 emmis โ s post - closing assets and continuing operations 8 article 4 representations and warranties of the company 8 4. 1 organization and standing 8 4. 2 authorization and binding obligation 8 article 5 covenants of the contributors 8 5. 1 cooperation with lien release 8 5. 2 transfer of social media accounts 9 5. 3 further assurances 9 5. 4 access to information 9 5. 5 employee non - solicitation 9 article 6 joint covenants 10 6. 1 closing covenants 10 6. 2 tax matters 10 6. 3 post - closing consents ; nonassignable contracts 10 6. 4 use of certain transmission facilities 12 article 7 conditions to obligations 13 7. 1 conditions to obligations of the contributors and the company 13 7. 2 conditions to obligations of the company 13 7. 3 condition to obligations of the contributors 14 article 8 indemnification 14 article 1 assets to be contributed 2 1. 1 contribution of assets and assumption of liabilities 2 1. 2 assets 2 1. 3 excluded assets 4 1. 4 assumption of only certain liabilities and obligations 5 1. 5 recapitalization 6 1. 6 contribution price 6 article 2 closing 7 article 3 representations and warranties of the contributors 7 3. 1 organization 7 3. 2 solvency 7 3. 3 securities representations 7 3. 4 emmis โ s post - closing assets and continuing operations 8 article 4 representations and warranties of the company 8 4. 1 organization and standing 8 4. 2 authorization and binding obligation 8 article 5 covenants of the contributors 8 5. 1 cooperation with lien release 8 5. 2 transfer of social media accounts 9 5. 3 further assurances 9 5. 4 access to information 9 5. 5 | 538 |
license-agreements | exhibit 10. 3 license agreement this agreement is made and entered into effective as of june 6, 2014 by and between steve kubby, an individual resident of 172 whim, st. croix, usvi 00820 ( hereinafter called licensor ), and kush, 121 winter st., reno, nevada, a duly organized corporation organized under the laws of nevada ( hereinafter called licensee ) and in good standing. witnesseth that 1. whereas, licensor owns all the right, title and interest in and to the licensed intellectual property rights ( the โ ip โ ), as set forth in article 1 - definitions, and wishes to license the rights to the ip so as to commercially exploit the ip rights by licensing such rights to licensee ; and 2. whereas licensee wishes to acquire the ip rights as set forth in numbered paragraph 1 immediately above. now, therefore, in consideration of the premises and the faithful performance of the covenants herein contained it is agreed as follows. article i - definitions for the purpose of this agreement, the following definitions shall apply : 1. licensed intellectual property rights ( โ ip โ ) : shall mean : a proprietary recipe and process / method to maximize the cannabinoid concentrations derived from the nzt strain ( or other available strain obtained from other sources ) to be used to make a salve / ointment containing cbd and arnica montana, which kush wishes to or to cause to be manufacture ( d ) and distribute ( d ). licensor shall provide a written description of said recipes / processes / methods to licensee upon execution of this agreement and such other documentation as licensee reasonably requests in writing. licensee shall keep all information and documentation of said recipes / processes / methods secret and not make them public. 2. โ nzt strain โ means a proprietary cannabis sativa plant strain known as nzt and also known as the ctk strain ( the " nzt strain " or โ nzt โ ), which contains cbg, licensor shall provide licensee a written terpenoid / cannabinoid profile prepared by an independent third party test facility and, upon written request of licensee, such other written or other documentation / description of the genetic makeup of the nzt strain as licensee may reasonably request. 3. except as otherwise provided in this agreement, the ip shall include any and all work product related to the ip listed above, | 539 |
license-agreements | amended and restated territorial license agreement this amended and restated territorial license agreement ( โ agreement โ ) is made effective as of june 16, 2015, by and between gopher protocol, inc. ( โ gp โ ) and hermes roll llc, a nevada limited liability company to be formed ( โ licensor โ or โ hermes โ ). whereas, gp and licensor have entered into that certain territorial license agreement on march 4, 2015 and desire to amend and restate such agreement as set forth herein ; whereas, gp wishes to develop licensor โ s intellectual property relating to novel way of master scheduling categorized deliverables, according to demand, at the customer โ s location based on smartphone application, or the internet or by phone call ( the โ technology โ ) ; whereas, the technology includes a method of obtaining from a customer a request, according to desired delivery โ s category, via smartphone application, the internet, phone call or phone messaging ; whereas, the technology identifies an origin - destination - pair and schedules a categorized delivery service to the customer โ s location ; whereas, the technology also includes automatically identifying one or more available registered, categorized transporters to provide the service ; whereas, the technology dispatches the categorized deliverable provider to the customer โ s location and notifies the customer the estimate arrival time, as well as the actual arriving ; whereas, the technology allows customer to pay at the time of service, pre - pay in advanced or billed at a later time ; whereas, through the use of a sub - app of licensor based on the technology ( titled neftapp ), drivers are provided with an alternative method to procure fuel to fill - up their vehicles ; whereas, the method provides an electronic application addressing the mismatch between the volatility of the world crude market, where oil companies are price takers in the short run, and the volatility of what consumers ultimately pay at the pump at gasoline stations ; whereas, with the technology, the customer is provided a convenient, reliable, and a better ( and safer ) user experience than filling up at the gas station, while shedding the price gouging that occurs at the pump ; whereas, the license provides that gp may develop, manufacture, market and sell such products / service based on the technology including the neft sub - app and licensor wants gp to do so. both parties are familiar with the business of the other and therefore enter into this agreement | 540 |
license-agreements | exhibit 10. 21 addendum 1 to intellectual property license and transfer agreement parties : stichting symbid ip foundation and symbid holding b. v. 5 december 2013 executed version contents 1. right to grant sublicenses 1 2. existing sublicenses 1 3. miscellaneous 1 4. governing law and jurisdiction 1 schedules the undersigned : i. stichting symbid ip foundation, a foundation ( stichting ), incorporated under the laws of the netherlands with its registered seat in rotterdam, the netherlands, having its business address at van vollenhovenstraat 56 a 03, 3016bk rotterdam, the netherlands, registered in the trade register of the chamber of commerce under number 58919902 ( " symbid foundation " ) ; and ii. symbid holding b. v., a private company with limited liability ( besloten vennootschap met beperkte aansprakelijkheid ), incorporated under the laws of the netherlands with its registered seat in rotterdam, the netherlands, having its business address at van vollenhovenstraat 56 a 03, 3016bk rotterdam, the netherlands, registered in the trade register of the chamber of commerce under number 58921575 ( " symbid holding " ) ; recitals : a. symbid foundation and symbid holding entered into an intellectual property license and transfer agreement dated 16 october 2013 ( " agreement " ) ; b. pursuant to article 3 of the agreement, symbid holding is entitled to grant sublicenses to use certain intellectual property rights and know - how to affiliates ( as defined in the agreement ) ; c. symbid holding has entered into an intellectual property sublicense and transfer agreement ( " sublicense agreement " ) with symbid b. v. ( " symbid bv " ) in accordance with article 3 of the agreement ; d. symbid bv has granted various licenses to use certain intellectual property rights and know - how to parties other than affiliates, as specified in schedule 1 ( " third party sublicenses " ) ; e. symbid foundation and symbid holding wish to amend the agreement ( i ) to enable symbid holding to also grant the sublicenses as referred to in clause b above to parties other than affiliates and ( ii ) to confirm symbid foundation | 541 |
license-agreements | exhibit 10. 6 intellectual property rights licensing contract ( translation ) party a ( licensor ) : shenzhen chuangxiang network technology limited address : room 201, building a, no. 1 qianwan road, qianhai shenzhen - hong kong cooperation zone, shenzhen ( entering shenzhen qianhai commercial secretary co., ltd. legal representative : jiyin li. party b ( licensee ) : chuangxiang network technology ( shenzhen ) co., ltd. address : room 201, building a, no. 1 qianwan road, qianhai shenzhen - hong kong cooperation zone, shenzhen ( entering shenzhen qianhai commercial secretary co., ltd. legal representative : jiyin li. part one the general party a and party b in line with the voluntary, equality, fairness, honesty and credit principle, authorized by party a to party b to use its own intellectual property matters, based on fully friendly consultation, conclude the following contract, to be kept together. article 1 licensing party a shall grant party b the right to use the trademark, works and other rights through a package of authorization, and the specific authorization content shall be stipulated in other parts of this contract. article 2 time limit 1. the term of this contract is 10 years, from april 20, 2017 to april 20, 2027. both parties may terminate or renew the contract in advance according to the contract. 1 1 2. party b tend to renew the contract, need to submit the contract to party a in writing within 2 months prior to the expiration of this contract. party a agrees to sign a renewal contract with party b. part two trademark license article 3 trademark used for licensing the trademark party a authorizes party b to use is the registered trademark of which party a have exclusive right when the contract becomes effective. ( please refer to the attachment for detailed information of trademark logo and scope of use ) article 4 scope of permission to use ( 1 ) party a authorizes party b to use the trademark of the territory scope is unlimited. ( 2 ) at the same time, party b shall limit the use of the trademark to the goods or services approved by party a's registered trademark. article 5 supervision and filing ( 1 ) party a shall have the right to supervise the quality of products and service which use the authorized trademark by licensee. party b shall guarantee the quality of goods and service of the registered trademark. ( 2 ) party b shall indicate the name of party b and | 542 |
license-agreements | exhibit 10. 2 supplemental agreement this supplemental agreement ( โ agreement โ ) is executed on november 16, 2017 by and between praj industries ltd. ( cin l27101pn1985plc038031 ) a company incorporated under the laws of india, ( โ praj โ ) with its registered office located at โ praj tower โ 274 & 275 / 2, bhumkar chowk - hinjewadi road, hinjewadi, pune 411057, india and gevo, incorporated a company incorporated under the laws of the state of delaware in the united states, with offices located at 345 inverness drive south, building c, suite 310, englewood, co 80112, usa ), ( โ gevo โ ). whereas : a. the parties had executed a joint development agreement dated november 6, 2015 ( jda โ ) under which gevo, and praj identified their respective roles in : ( i ) developing process design packages ( โ pdps โ ) for the production of renewable isobutanol from certain feedstocks, namely, sugarcane juice, sugarcane syrup, sugarcane molasses, sugar beet juice, sugar beet syrup, sugar beet molasses, cassava, rice, wheat sorghum and cellulosic sugars ( โ feedstock โ ), and ( ii ) providing services to isobutanol plant operators utilizing the pdps and other intellectual property rights ( โ ip โ ) licensed by gevo to such plant operators ; a. the parties had executed a joint development agreement dated november 6, 2015 ( jda โ ) under which gevo, and praj identified their respective roles in : ( i ) developing process design packages ( โ pdps โ ) for the production of renewable isobutanol from certain feedstocks, namely, sugarcane juice, sugarcane syrup, sugarcane molasses, sugar beet juice, sugar beet syrup, sugar beet molasses, cassava, rice, wheat sorghum and cellulosic sugars ( โ feedstock โ ), and ( ii ) providing services to isobutanol plant operators utilizing the pdps and other intellectual property rights ( โ ip โ ) licensed by gevo to such plant operators ; b. pursuant to the execution of the jda, in order to enable praj to fulfill its obligations agreed under the jda, gevo had in terms of a development license agreement dated | 543 |
license-agreements | intellectual property license this intellectual property license ( the โ license โ or โ agreement โ ) is entered into by and between greenway technologies, inc., a texas corporation having a place of business 1521 n cooper st, suite 205, arlington, texas 76011 ( the โ licensor โ or ( โ gwti โ ) ), and opm green energy, llc ( โ opm โ ), a texas limited liability company having a place of business at 892 meadow hill road, fort worth, texas 76108 ( the โ licensee โ ). licensor and licensee each referred to herein as a โ party โ and collectively as the โ parties. โ recitals whereas, licensor invested millions of dollars and years of manpower researching and developing an economical small - scale gas - to - liquids ( โ gtl โ ) unit ( โ gtl unit โ ) that converts natural gas to clean synthetic fuels ( the โ gtl technology โ ). the gtl unit represents proprietary, confidential technological advancements owned by gwti, which is currently in the process of commercializing, marketing, and deploying. the gtl unit consists of two primary components ; ( a ) syngas generation machine ( the โ g - reformertm โ ) that eliminates the need for expensive steam methane reformers to create syngas from natural gas, and ( b ) a fischer โ tropsch ( โ f - t โ ) reactor that will convert the syngas to a range of liquid hydrocarbons without appreciable waxes being formed. gwti โ s g - reformertm and gtl unit represent the culmination of years of research, design and experimentation and provide gwti with a significant advantage over competitors. gwti continues to make every reasonable effort to maintain the necessary confidentiality and secrecy to protect its investment of time, labor and capital ; whereas, gwti intends to commercialize, market, and deploy these patented and / or proprietary units for pipelines, stored natural gas facilities, and / or stranded natural gas fields with a focus on producing high - cetane rated synthetic fuels ( liquid fuels derived from natural gas or synfuels ) such as diesel and jet fuel. the g - reformertm can be licensed, leased and / or sold for tens of millions of dollars each and, collectively, the g - reformer tm can significantly alter the oil and gas industry ; whereas, licensee is | 544 |
license-agreements | greg fleck kevin fletcher denise poston don sharp glenn wyers | 545 |
license-agreements | exhibit 2. 2 addendum to master ownership and license agreement regarding patents, trade secrets, and related intellectual property this addendum, dated may 9, 2017, is between intercontinental great brands, llc ( formerly kraft foods global brands llc ), a delaware limited liability company having an address of 100 deforest ave, east hanover, nj 07936, mondelez uk ltd ( formerly kraft foods uk ltd ), a england and wales limited by shares ( ltd ) company having an address of uxbridge business park, sanderson road, uxbridge, middlesex, ub8 1dh, united kingdom, and kraft foods r & d inc., a delaware corporation having an address of three parkway north, deerfield, il 60015 ( collectively herein โ igb โ ) and kraft foods group brands llc, a delaware limited liability company with an address of 200 east randolph street, suite 7600, chicago, il, 60601 ( hereinafter โ group brands โ ), parties to the master ownership and license agreement regarding patents, trade secrets, and related intellectual property ( hereafter โ the agreement โ ). whereas group brands is currently asserting patents related to lcrb technology, including but not limited to u. s. patent no. 8, 293, 299 ; u. s. patent no. 8, 511, 472 ; and u. s. patent no. 8, 603, 557 ( collectively โ lcrb patents โ ), in litigation against tc heartland and heartland foods products group ( โ lcrb litigation โ ) ; whereas igb is currently asserting patents related to snack n seal technology, including but not limited to u. s. patent no. 6, 918, 532 b2 ( collectively, โ snack n seal patents โ ), in litigation against kellogg north america company, kellogg usa, inc., keebler company, keebler foods company, and kellogg sales company ( โ snack n seal litigation โ ) ; whereas group brands and igb recognize that settlement of the snack n seal litigation or the lcrb litigation may involve granting licenses to the underlying patents, and corresponding foreign patents, which would otherwise be restricted under the agreement ; whereas the parties have agreed to amend the agreement to provide for such licenses should they become part of a settlement of the snack n seal litigation and / or the lcrb litigation ; the parties hereby agree as follows : with respect to the snack n seal patents, | 546 |
license-agreements | exhibit 10. 1 third amendment to the license agreement this third amendment ( โ amendment โ ) dated as of october 20, 2011 is by and among the new york mercantile exchange, inc. ( โ nymex โ ), united states commodity funds llc ( โ uscf โ ) as general partner to the funds listed in attachment a hereto ( the โ funds โ ) and the funds. whereas, nymex, united states oil fund, lp, united states natural gas fund, lp united states gasoline fund, lp, united states heating oil fund, lp and victoria bay asset management llc entered into a license agreement as of april 10, 2006, which was amended on december 4, 2007 adding united states 12 month oil fund, lp and united states 12 month natural gas fund, lp as parties to such agreement, and which was amended again on may 22, 2009 ( as amended, the โ original license agreement โ ) ; whereas, nymex, uscf and the funds wish to further amend sections 5. 1 and 5. 2 of section 5 โ compensation of the agreement ; whereas, the original license agreement was terminated by letter dated october 7, 2011 from mr. howard mah of united states commodity funds llc to nymex ( the โ termination notice โ ), so the parties would like to renew the agreement in accordance with its terms as modified herein ; now, therefore, nymex, uscf and the funds agree as follows : 1. amendment to the agreement. sections 5. 1 and 5. 2 of the license agreement are replaced with the following : 5. 1 as payment in full for the license granted hereunder, united states commodity funds llc, on behalf of the licensees, shall pay, on a quarterly basis to licensor, a license fee as set forth in the table below ( โ license fee โ ) in u. s. dollars. licensees shall make all license fee payments in compliance with this article 5. total face amount license fee total face amount 1. 5 basis points of the total face amount total face amount license fee total face amount 5. 2 united states commodity funds llc shall pay the license fee to licensor on a quarterly basis as follows. quarterly payments shall be the sum of the calculated license fees according to the following formula : daily license fee = [ ( total face amount ร. 00015 ) รท 365 ]. all cover pages to payment reports are corrected to reflect the amended formula. on days that the securities | 547 |
license-agreements | exhibit 10. 16 amendment of patent & technology exclusuve license agreement this amendment ( the โ amendment โ ) is made and entered into as of the 25th day of october, 2021 ( the โ effective date โ ) by and among bitech mining corporation ( โ bitech โ ), a corporation organized and existing under the laws of the state of wyoming with its corporate office at 1620 central ave, suite 202, cheyenne, wy 82001 ( the โ company โ ), and supergreen energy corp ( โ sge โ ), a nevada corporation with its principal place of business at 600 anton blvd, suite 1100, costa mesa, ca 92626. the corporations are sometimes referred to herein collectively, as the โ parties. โ recitals a. bitech was formed in the state of wyoming in order to provide power saving green solutions to the cryptocurrency mining industry including r & d and commercialization relating to the industry. a. bitech was formed in the state of wyoming in order to provide power saving green solutions to the cryptocurrency mining industry including r & d and commercialization relating to the industry. a. bitech was formed in the state of wyoming in order to provide power saving green solutions to the cryptocurrency mining industry including r & d and commercialization relating to the industry. b. sge was formed in the state of nevada in order to provide power saving technology solutions with tesdison technology, an invention with u. s. patent no. 10, 547, 179 b2. b. sge was formed in the state of nevada in order to provide power saving technology solutions with tesdison technology, an invention with u. s. patent no. 10, 547, 179 b2. b. sge was formed in the state of nevada in order to provide power saving technology solutions with tesdison technology, an invention with u. s. patent no. 10, 547, 179 b2. c. on january 15, 2021, sge granted worldwide exclusive license of u. s. patent no. 10, 547, 179 b2 to bitech for the crypto mining industry for the initial four - year period with an option to extent. c. on january 15, 2021, sge granted worldwide exclusive license of u. s. patent no. 10, 547, 179 b2 to bitech for the crypto mining industry for | 548 |
license-agreements | exhibit 10. 46 dated december 2, 2021 ( 1 ) ecomena limited ( 1 ) ecomena limited ( 1 ) ecomena limited and ( 2 ) carbonmeta technologies inc ( 2 ) carbonmeta technologies inc ( 2 ) carbonmeta technologies inc licence of technology this agreement is made on between : ( 1 ) ecomena limited ( company no. 12408106 ) whose registered office is at 199 roundhay road, leeds, united kingdom, ls8 5an, england ( โ licensor โ ) ; and ( 2 ) carbonmeta technologies inc, a registered delaware corporation whose office is 13110 ne 177th place, # 145, woodinville, wa 98072, usa ( โ the licensee โ ). ( 1 ) ecomena limited ( company no. 12408106 ) whose registered office is at 199 roundhay road, leeds, united kingdom, ls8 5an, england ( โ licensor โ ) ; and ( 1 ) ecomena limited ( company no. 12408106 ) whose registered office is at 199 roundhay road, leeds, united kingdom, ls8 5an, england ( โ licensor โ ) ; and ( 2 ) carbonmeta technologies inc, a registered delaware corporation whose office is 13110 ne 177th place, # 145, woodinville, wa 98072, usa ( โ the licensee โ ). ( 2 ) carbonmeta technologies inc, a registered delaware corporation whose office is 13110 ne 177th place, # 145, woodinville, wa 98072, usa ( โ the licensee โ ). background : the licensed technology is connected with licensor โ s trade secrets related to re - cycling industrial by product, construction and demolition materials into manufacturing cement free pavers and mortars that are environmentally friendly and continuously absorb carbon dioxide, entitled โ cementless materials โ. the licensee wishes to acquire a licence to the licensed technology and licensor is willing to license the licensed technology to the licensee, on the terms of this agreement. agreement : 1. interpretation in this agreement ( including its schedules ), any reference to a โ clause โ or โ schedule โ is a reference to a clause of this agreement or a schedule to this agreement, as the case may be. words and expressions used in this agreement have the meaning set out in schedule 1. 1. interpretation 1. | 549 |
license-agreements | exhibit 10. 2 brand license agreement this brand license agreement ( this โ agreement โ ) is entered into as of june _ _, 2006 ( the โ effective date โ ), by and between cnl intellectual properties, inc., a florida corporation ( โ licensor โ ) and cnl hotels & resorts, inc., a maryland corporation ( โ cho โ ) ( cho and the cho affiliates ( as defined in section 11 ( a ) ( iii ) ) below are collectively referred to herein as โ licensee โ ). preliminary statement whereas, licensor is a wholly - owned subsidiary of cnl financial group, inc., a florida corporation ( โ cfg โ ) ; and whereas, licensor owns the mark โ cnl, โ as applied to various services, and the service marks and registrations and applications therefor set forth on appendix โ a โ attached hereto ( collectively, the โ marks โ ) ; the policies & standards ( as hereinafter defined ) ( collectively, the โ proprietary materials โ ) ; and brand content, including licensor โ s tag lines and descriptors, domain names, including but not limited to the domain names set forth on appendix โ b โ attached hereto, trade names, corporate names, designs, typography, color palettes, internet sites, stationery, signage, promotional items, tradeshow booths, sponsorships, events, and copyrightable works including but not limited to press releases, quarterly and annual reports, photographs, forms, advertising and marketing materials, presentations, and awards ( collectively, the โ brand content โ ) ; and whereas, licensor is an owner of the core values & key behaviors set forth on appendix โ c โ attached hereto ( the โ core values โ ) and, upon any exercise by licensee of the option set forth in section 1, the core values shall, for purposes of this agreement, be included in the term โ proprietary materials โ ; and whereas, cho is a real estate investment trust ( reit ), and licensee is engaged primarily in the ownership and leasing of interests in hotels and resort properties, including, but not limited to, full service hotels and resorts, limited service hotels, extended stay hotels, and their associated amenities such as golf courses, spas, ballrooms and water parks ( collectively, including the management thereof, referred to as โ licensee โ s business โ ) ; and whereas, cho wishes to obtain an exclusive | 550 |
license-agreements | filling instruction 1. this contract is amended based on the sample technology transfer contract ( patent exploitation license ) printed and circulated by the ministry of science and technology of the people โ s republic of china, and is recommended to the contracted parties for reference. 2. this contract note is applicable for the contract signed under the condition that the transferor ( patentee or authorizer ) allows patent exploitation by transferee within prescribed field with payment delivered by the latter for the patent usage. 3. list relevant parties as transfer or transferee ( page enhancement ) in the contract in accordance with their respective roles in case more than two participants involved. 4. the parties may amend this contract in respect of any unsolved matter. any amendment and supplemental agreement to this contract shall constitute an integral part of this contract. 5. the parties shall mark out โ none โ for the relevant terms which require no filling as agreed. 1. utility model patent ( patent for invention, utility model patent, design patent ) 2. inventor / designer : lu sheng 3. patentee : hangzhou tianye communication equipment co ltd 4. date issued : 2 april, 2008 5. patent no. : zl200720105868. 3 6. duration of patent : ten years 7. patent annuities paid up until 6 december, 2010 1. mode for exploitation : exclusive license 2. scope for exploitation : in the industry 3. duration for exploitation : five years 1. technology materials for the patent exploitation 2. xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx 1. time for delivery : xxxxxxxxxxxxxxxxxxxxxxx 2. place for delivery : xxxxxxxxxxxxxxxxxxxxxxx 3. means for delivery : xxxxxxxxxxxxxxxxxxxxxxx 1. content of technology service and guidance : xxxxxxxxxxxxxxxxxxxxxxx 2. methods for technology service and guidance : xxxxxxxxxxxxxxxxxxxxxxx 1. xxxxxxxxxxxxxxxxxxxxxxx 2. xxxxxxxxxxxxxxxxxxxxxxx 1. total amount of patent royalty : rmb 3, 000 in cash 2. party a shall deliver single payment ( single payment, payment by installment, payment of royalties ) to party b. specified payment means and time are as below : ( 1 ) xxxxxxxx | 551 |
license-agreements | exhibit 10. 13 exclusive license agreement this exclusive license agreement ( โ agreement โ ) dated july 17, 2015 ( the โ effective date โ ), is made and entered into by and among eca world fitness alliance, a corporation formed under the laws of the state of delaware with offices located at 414 east beech street, long beach, ny 11561 ( โ eca โ ), carol scott, an individual and sole owner of eca ( โ carol scott โ ) with an address located at 414 east beech street, long beach, ny 11561, and meemee media inc., a corporation formed under the laws of the state of nevada, or its designees and assigns with offices located at 33 willow avenue, toronto, canada m4e 3k1 ( โ mm โ ), with respect to the following facts : a. eca is an international organization and association representing the wellness and fitness community which is owned 100 % by carol scott. eca produces online eca e - news, offers workshops, seminars, on line events, continuing education and webinars, resource materials, networking opportunities and a wide array of individual member benefits, including annual conventions, in the fitness industry ( the โ business โ ). b. eca desires to exclusively and perpetually license its marks and intellectual property ( as defined below ) to mm and mm desires to acquire an exclusive and perpetual right and license to the marks and intellectual property for mm to market, sell and otherwise commercialize products and services ( as defined below ) throughout the world ( the โ territory โ ). accordingly, the parties, intending to be legally bound, agree as follows. 1. definitions 1. 1 โ intellectual property โ shall mean, collectively, any and all brand, trademarks, servicemarks, insignias, logos and other proprietary marks ( collectively โ marks โ ), copyrights, url โ s, domain names and know how, and any and all other intellectual property rights owned, held or controlled by eca, existing as of the effective date or any time thereafter, that mm may request, require or use in the exercise of its rights under this agreement, which rights shall include, without limitation, those marks, urls and domain names listed on exhibit a. 1. 2 โ know - how โ shall mean all inventions ( whether or not patentable ) and all confidential, technical, or proprietary information, trade secrets, documents, materials, processes and knowledge owned or controlled | 552 |
license-agreements | exhibit 10. 2 statement of conditions to riverboat gaming license of harrah โ s star partnership pnk development 8, llc ( โ pnk 8 โ ), pnk development 9, llc ( โ pnk 9 โ ), and pinnacle entertainment, inc. ( collectively โ transferee โ ) and harrah โ s star partnership ( โ hsp โ ), players riverboat management, llc, players riverboat ii, llc and harrah โ s operating company, inc ( โ harrah โ s โ ) hereby expressly accept, agree and stipulate to the following conditions to the license of harrah โ s star partnership ( โ hsp โ or โ licensee โ ) to conduct riverboat gaming operations, said license previously issued by the louisiana state police, riverboat gaming division and renewed by its successor, the louisiana gaming control board. as part of the approval of the transfer of ownership interest in hsp, licensee and transferee hereby agree to the following as additional conditions on the hsp license : 1. within seventy - five ( 75 ) days of the approval of the transfer of interest, licensee or transferee shall submit for board approval a detailed plan for rebuilding the operations of licensee. the submission shall include : a. a description of the plan and design of the riverboat, docking facilities and amenities of the proposed operation which shall include architectural renderings and conceptual designs ; b. a description of the proposed financing for the project which shall specify a minimum investment amount for the project and include all necessary supporting financial documents identifying the sources and uses of the financing ; c. a timeline for the proposed project which shall include estimates on construction time of the riverboat, docking facility and amenities and estimates on reopening the facility for operation ; d. a plan for the hiring of employees and achieving the goals set forth for employment and procurement in the existing specific economic and procurement conditions 6 - 10 for licensee ; and e. a description of the berth site, if it is one other than the licensee โ s existing berth site. 2. if the berth site is one other than the existing berth site, within seventy - five ( 75 ) days of the approval of the transfer of interest, licensee or transferee shall submit for board approval a petition for modification of berth site which shall include : a. all items described in condition 1 ; b. a legal description of the proposed berth site and evidence of the legal | 553 |
license-agreements | exhibit 10. 1 state of israel license license no. 393 / " jordan valley " pursuant to my authority under section 16 of the petroleum law 5712 - 1952 this license is granted zion oil & gas inc. ( 100 % ) this license is granted โ with respect to the area described in the first annex. this license is granted โ subject to the provisions of the petroleum law, 5712 - 1952, and the regulations issued pursuant thereto, and to the special conditions detailed in the second annex, which is an integral part of this license. granted in jerusalem, on the 9th of nissan 5771, april 13, 2011 / s / dr. yaacov mimran dr. yaakov mimran commissioner of petroleum affairs this license was registered at the petroleum registry on the 7th of iyar 5771, may 11, 2011 state of israel license no. 393 / " jordan valley " first annex description of the area from waypoint 254000 / 707000 thence west to waypoint 246002 / 707000 thence north - west to waypoint 244869 / 711000 thence east to waypoint 246000 / 711000 thence north to waypoint 246682 / 732827 thence north - east to waypoint 259502 / 735000 thence south to waypoint 259507 / 732224 thence south along the international border with jordan and back to waypoint 254000 / 707000 from waypoint 254000 / 707000 thence west to waypoint 246002 / 707000 thence north - west to waypoint 244869 / 711000 thence east to waypoint 246000 / 711000 thence north to waypoint 246682 / 732827 thence north - east to waypoint 259502 / 735000 thence south to waypoint 259507 / 732224 thence south along the international border with jordan and back to waypoint 254000 / 707000 from waypoint 254000 / 707000 thence west to waypoint 246002 / 707000 thence north - west to waypoint 244869 / 711000 thence east to waypoint 246000 / 711000 thence north to waypoint 246682 / 732827 thence north - east to waypoint 259502 / 735000 thence south to waypoint 259507 / 732224 thence south along the international border | 554 |
license-agreements | exhibit 10. 2 execution copy license agreement this license agreement ( this โ agreement โ ) is made and entered into as of september _ _, 2018 ( the โ effective date โ ), between loop industries, inc., a nevada corporation with a principal place of business at 480 fernand - poitras, terrebonne, quebec ( โ loop โ ), and indorama loop technologies, llc, a delaware limited liability company with a principal place of business at [ * * * ] ( โ joint venture company โ ) ( each of loop and joint venture company is a โ party โ ; together they are the โ parties โ ). background a. the loop parties have developed a proprietary depolymerization process that decouples plastic from fossil fuels, producing dimethylterepthalate ( โ dmt โ ) and monoethylene glycol ( โ meg โ ) for the production of polyethylene terephthalate ( โ pet โ ) plastic that can be used for a variety of polyester applications. b. concurrently with the execution of this agreement, loop innovations, llc, a delaware limited liability company and a subsidiary of loop ( โ loop innovations โ ), and indorama ventures holdings lp, a delaware limited partnership ( โ ivh โ ), have formed joint venture company to develop, construct, own and operate chemical upcycling polyester resin ( โ cupet โ ) plants through spvs, the initial of which will be at a facility of [ * * * ], a delaware corporation and a subsidiary of ivh, located in [ * * * ], the united states of america ( such facility, the โ [ * * * ] facility โ ), and to, among other things, manufacture licensed products ( as defined below ) at [ * * * ] facility, and potentially other facilities, for sale throughout the world ( such contemplated venture, the โ cupet project โ ). c. in connection with the cupet project, joint venture company for itself and its subsidiaries ( individually a โ jv party โ, and collectively, โ jv parties โ ) wishes to receive from the loop parties, and the loop parties wish to license to jv parties, certain loop patents and related loop know - how ( each term as defined below ) for the purpose of retrofitting the [ * * * ] facility ( and potentially other facilities ) to manufacture, use, market, and sell licensed products under the terms and | 555 |
license-agreements | advanced neurorehabilitation, llc of 510 charmany dr, suite 175f madison, wi 53719 yuri p. danilov of 1201 devonshire court middleton, wi 53562 mitchell e. tyler of 725 jenifer street madison, wi 53703 kurt a. kaczmarek of 4308 s. owen drive madison, wi 53711 john p. klus of 2626 waunona way madison, wi 53713 a. certain of the principals, namely yuri p. danilov, mitchell e. tyler, and kurt a. kaczmarek ( hereinafter inventors ), have conceived and developed the invention ( s ) described in u. s. patent appln. 12 / 348, 301 filed january 4, 2009, and u. s. provisional appln. 61 / 019, 061 filed january 4, 2008 ( the applications ) ; b. the principals are owners and / or managing officers of the company, which was established to further develop and commercialize the invention ( s ) described in the applications ; c. the principals ( including the inventors ), both on behalf of the company and on their own behalf, as well as the company, represent that the invetors are the owners of the appications and all right, title, and interest therein ; and regard any prior transfers of right, title, and / or interest from the invetors to the company to be null and void ( or if not null and void, then hereby rescinded and reversed ), such that the invetors are the owners of the applications and all right, title, and interest therein ; d. the company, as well as the principals ( including the inventors ), wish to have the company enter into an exclusive, irrevocable, and fully paid up license agreement covering the applications whereby company assumes all rights that would be exercisable by the inventors in the absence of this agreement, save that the inventors will retain ownership in, and legal title to, the applications and any. patents issuing therefrom, including any patents claiming priority to the applications. 1. license grant. the inventors hereby grant to the company a license to the applications, and to any patents issuing therefrom or claiming priority to the applications, with such license providing the company with the right to make, use, sell, market, and / | 556 |
license-agreements | exhibit 10. 5 license agreement between : the university of british columbia, a corporation continued under the university act of british columbia and having its administrative offices at 2075 wesbrook mall, in the city of vancouver, in the province of british columbia, v6t 1w5 ( the โ university โ ) and : xenon genetics inc., a corporation continued under the laws of canada, and having its administrative offices at suite 100 โ 2386 east mall, vancouver, british columbia, v6t 1z3 ( the โ licensee โ ) whereas : a. the university has been engaged in research during the course of which it has invented, developed and / or acquired certain technology identified in ubc invention disclosure file # ubc 94 - 061, entitled โ lipolipase mutation 291, implication for coronary artery disease โ, and file # ubc 91 - 003, entitled โ mutation in human lipoprotein lipase gene which causes type 1 hyperlipoproteinemia โ ; b. [ โ ] has invented, developed and / or acquired certain technology which may have common subject matter with certain technology invented, developed and / or acquired by the university, and identified in ubc invention disclosure file # ubc 99 - 082, entitled โ recombinant viruses preparation and use thereof in gene therapy ; c. the university has been jointly engaged in research with the academic hospital at the university of amsterdam ( โ amc โ ) during the course of which they have jointly invented, developed and / or acquired certain technology identified in ubc invention disclosure file # ubc 00039, entitled โ mutation 447 โ ; d. the research done at the university with respect to the above referenced technologies was undertaken by dr. michael hayden who is an employee of the university engaged in a number of research projects and a founder and chief scientific officer of the licensee ; e. [ โ ] f. the university is desirous of entering into this agreement ( the โ agreement โ ) with the objective of furthering society โ s use of its advanced technology, and to generate further research in a manner consistent with its status as a non - profit, tax exempt educational institution ; and [ โ ] designates portions of this document that have been omitted pursuant to a request for confidential treatment filed separately with the commission g. subject to the terms and conditions hereinafter set out, the licensee is desirous of the university granting a license to the licensee to | 557 |
license-agreements | hdi / pulsewaveโข cr - 2000 research reconditioned cardiovascular profiling system u. s. sale and license agreement hdi / pulsewaveโข cr - 2000 research reconditioned cardiovascular profiling system u. s. sale and license agreement hdi / pulsewaveโข cr - 2000 research reconditioned cardiovascular profiling system u. s. sale and license agreement this agreement ( this " agreement " ) is made and entered into as of this 12th day of august, 2009, by and between the following parties : hdi : buyer : hypertension diagnostics, inc. university of minnesota โ ccbr / biostat 2915 waters road, suite 108 university office plaza, room 200 2915 waters road, suite 108 2915 waters road, suite 108 eagan, mn 55121 - 3528 usa 2221 university avenue se attention : greg h. guettler minneapolis, mn 55414 attention : greg h. guettler attention : greg h. guettler telephone : 651 # # # - # # # - # # # # attention : gregg larson facsimile : 651 # # # - # # # - # # # # telephone : ( 612 ) 626 - 9030 facsimile : ( 612 ) 624 - 2819 in consideration of the premises and of the mutual covenants and other terms and conditions contained herein, hdi and buyer hereby cause this agreement to be executed as of the date first written above. hypertension diagnostics, inc. university of minnesota โ ccbr / biostat by : / s / greg h. guettler by : / s / gregg larson greg h. guettler its : president print name : gregg larson date signed : september 8, 2009 date signed : september 8, 2009 its : director, insight core its : its : director, insight core director, insight core terms and conditions 1. definitions. for purposes of this agreement : ( i ) the term " system " shall mean the reconditioned hdi / pulsewavea cr - 2000 research cardiovascular profiling system that is to be sold by hdi to buyer pursuant to this agreement ; ( ii ) the term " software " shall mean the software contained in the instrument ( โ instrument โ ) which is part of the system and which software is to be licensed by hdi to buyer pursuant to this agreement ; and ( iii ) the term " instructions for | 558 |
license-agreements | exhibit 10. 7 nrc internal use : hht - - pp & a # a - 0042398 ( orig. a - 0039781 ) page 1 of 2 nrc internal use : hht - - pp & a # a - 0042398 ( orig. a - 0039781 ) page 1 of 2 nrc internal use : hht - - pp & a # a - 0042398 ( orig. a - 0039781 ) page 1 of 2 nrc internal use : hht - - pp & a nrc internal use : hht - - pp & a # a - 0042398 ( orig. a - 0039781 ) page 1 of 2 amendment 3 to technology license agreement business confidential โ protected b amendment 3 to technology license agreement amendment 3 to technology license agreement amendment 3 to technology license agreement business confidential โ protected b business confidential โ protected b amended annex a โ stable cells stable cells to be provided to licensee through the service provider 1 ) cho2353tm stable pool expressing the stabilized trimeric wuhan spike protein antigen 2 ) cho2353tm stable pool expressing the stabilized trimeric south african spike protein antigen 3 ) cho2353tm stable pool expressing the stabilized trimeric delta variant spike protein antigen 4 ) cho2353tm stable pool expressing the stabilized trimeric omicron variant spike protein antigen 1 ) cho2353tm stable pool expressing the stabilized trimeric wuhan spike protein antigen 1 ) cho2353tm stable pool expressing the stabilized trimeric wuhan spike protein antigen 2 ) cho2353tm stable pool expressing the stabilized trimeric south african spike protein antigen 2 ) cho2353tm stable pool expressing the stabilized trimeric south african spike protein antigen 3 ) cho2353tm stable pool expressing the stabilized trimeric delta variant spike protein antigen 3 ) cho2353tm stable pool expressing the stabilized trimeric delta variant spike protein antigen 4 ) cho2353tm stable pool expressing the stabilized trimeric omicron variant spike protein antigen 4 ) cho2353tm stable pool expressing the stabilized trimeric omicron variant spike protein antigen for clarity, additional stable cells could be added to the list upon obtaining the nrc โ s prior written approval, satisfying all the nrc โ s requirements in this respect and the payment of relevant fees as per stated in section 2. 6. 2 of the original agreement. nrc internal use : hht - | 559 |
license-agreements | exhibit 10. 20 exclusive license agreement for : mechanism to enable normal gait despite leg injuries, decreasing oxygen consumption by use of a load - carrying exoskeleton, under - actuated transfemoral prosthetic knee, and controlling the swinging leg of an exoskeleton uc case numbers : b07 - 128, b08 - 119, b08 - 125, b08 - 141 this license agreement ( โ agreement โ ) is entered into as of the date that this agreement is fully executed by both parties ( โ effective date โ ), by and between the regents of the university of california, a california corporation, having its statewide administrative offices at 1111 franklin street, 12th floor, oakland, california # # # - # # # - # # # # acting through its office of technology licensing, at the university of california, berkeley, having its administrative office at 2150 shattuck avenue, suite 510, berkeley, ca # # # - # # # - # # # # ( โ regents โ ), and berkeley exotech, inc. dba berkeley bionics and formerly dba berkeley exoworks ( โ licensee โ ), a delaware corporation, having a principal place of business at 2131 university avenue, # 428, berkeley, ca 94704. the parties agree as follows : 1. background 1. 1 regents has an assignment of the intellectual property characterized as ( collectively โ inventions โ ) : 1. 1a mechanism to support those with lower leg injuries while enabling them to walk with a near normal gait as described in regents case number b07 - 128 and patent rights that was invented by homayoon kazerooni, sara marie haislip, jonathan ames, and esha datta, all employed by the university of california, berkeley at the time that the invention was made ; 1. 1b device and method for decreasing oxygen consumption of a person during steady walking by use of a load - carrying exoskeleton as described in regents case number b08 - 119 and patent rights that was invented by homayoon kazerooni and kurt amundson, all employed by the university of california, berkeley at the time that the invention was made, and also invented by russ angold and nathan harding, all employed by licensee at the time that the invention was made ; accordingly, the patent rights for this invention are expected to be jointly - owned between | 560 |
license-agreements | exhibit 4. 2 triangle capital corporation dividend reinvestment plan triangle capital corporation, a maryland corporation ( the โ corporation โ ), hereby adopts the following plan ( the โ plan โ ) with respect to dividends and distributions declared by its board of directors ( the โ board of directors โ ) on shares of its common stock, par value $ 0. 001 per share ( the โ common stock โ ) : 1. unless a stockholder specifically elects to receive cash as set forth below, all cash dividends and distributions hereafter declared by the board of directors shall be payable in shares of the common stock of the corporation, and no action shall be required on such stockholder โ s part to receive a distribution in stock. 2. such cash dividends and distributions shall be payable on such date or dates as may be fixed from time to time by the board of directors to stockholders of record at the close of business on the record date ( s ) established by the board of directors for the dividend and / or distribution involved. 3. the corporation intends to use primarily newly - issued shares of its common stock to implement the plan, so long as the corporation โ s common stock is trading at or above net asset value. if the corporation โ s common stock is trading below net asset value, the corporation will purchase shares in the open market to implement the plan. however, the corporation reserves the right to purchase shares in the open market at any time in connection with its obligations under the plan. if dividends and distributions are reinvested in newly - issued shares, then the number of shares to be issued to a stockholder shall be determined by dividing the total dollar amount of the distribution payable to such stockholder by the market price per share of the corporation โ s common stock at the close of regular trading on the nasdaq global market on the valuation date fixed by the board of directors for such distribution. market price per share on that date shall be the closing price for such shares on the nasdaq global market or, if no sale is reported for such day, at the average of their reported bid and asked prices. if dividends and distributions are reinvested in shares purchased on the open market, then the number of shares received by a stockholder shall be determined by dividing the total dollar amount of the distribution payable to such stockholder by the average price per share for all shares purchased by the plan administrator on the open market in | 561 |
license-agreements | exhibit 10. 8 product licence and distribution agreement this agreement is dated for reference this 28th day of april, 2014. between : d & c distributors llc / the medtainer, a california company, with its communication and delivery address at 912 maertin lane, fullerton, california 92831 ( hereinafter referred to as โ licensor โ ) ( hereinafter referred to as โ licensor โ ) ( hereinafter referred to as โ licensor โ ) of the first part and : igreen planet store ltd., a british columbia corporation, with its communication and delivery address at c / o 1820 โ 925 west georgia street, vancouver, bc v6c 3l2 igreen planet store ltd., a british columbia corporation, with its communication and delivery address at c / o 1820 โ 925 west georgia street, vancouver, bc v6c 3l2 igreen planet store ltd., a british columbia corporation, with its communication and delivery address at c / o 1820 โ 925 west georgia street, vancouver, bc v6c 3l2 ( hereinafter referred to as โ licensee โ ) of the second part whereas : the licensor is the exclusive owner of a product ( the โ product โ ) ( product includes all sizes, formats and replacements and variations for various markets ) called the โ medtainer โ which is employed by consumers to manage drug and consumables usage ; licensor seeks to grant licensee an exclusive license to sell, distribute, market, and promote the product in the geographical territory of the country of canada in order to enable licensee to become the sole and exclusive seller / distributor of the product in the country of canada. the licensor has agreed, on the terms of this agreement, to grant unto the licensee the right and capacity to market the product in the geographical territory of canada ( hereinafter referred to as the โ territory โ ). the license described in this agreement shall be for retail and non - retail sales / distribution. licensee may distribute, promote, and sell the product relating to all retail and non - retail. licensee may sell / distribute the product, including to any governmental entities. licensee shall be authorized to sell / distribute the product to wholesalers for the purpose of wholesalers selling / distributing the product in the territory. the licensor is the exclusive owner of a product ( the โ | 562 |
license-agreements | exhibit 10. 69certain confidential information, identified by bracketed asterisks โ [ * * * * * ] โ, has been omitted from this exhibit because it is both ( i ) not material and ( ii ) would be competitively harmful if publicly disclosed. arena license agreement between msg arena, llc and new york knicks, llcdated as of april 15, 2020 table of contentsarticle i definitions1article ii term6section 2. 01 term ; commencement date6article iii license fee6section 3. 01 license fee6section 3. 02 payment of license fee7article iv use of arena7section 4. 01 arena areas7section 4. 02 knicks use7section 4. 03 licensor โ s right of entry8section 4. 04 scheduling8section 4. 05 alterations9section 4. 06 manner of the knicks โ use10section 4. 07 knicks misuse11section 4. 08 surrender11article v tickets, suites and clubs12section 5. 01 prices12section 5. 02 ticket revenues12section 5. 03 suites ; madison club ; the loft12section 5. 04 future ticket and premium products17section 5. 05 box office ; ticket printing ; in - arena ticket sales17section 5. 06 ticket agent18section 5. 07 ticket settlement process19section 5. 08 access to tickets19section 5. 09 credentials and passes19section 5. 10 admission to arena19article vi concessions20section 6. 01 f & b concessions and catering20section 6. 02 team merchandise20section 6. 03 non - team merchandise21section 6. 04 third - party contracts21 isection 6. 05 operation on a fair basis ; standard of service22section 6. 06 settlement22article vii signage and sponsorships22section 7. 01 definitions22section 7. 02 team sponsorship assets24section 7. 03 arena game shared sponsorship assets25section 7. 04 non - team sponsorship assets25section 7. 05 arena naming rights25section 7. 06 other revenue26section 7. 07 signage and sponsorship settlement process26article viii broadcasting26section 8. 01 broadcast rights and facilities26section 8. 02 broadcast renovations27article ix licensor services27section 9. 01 general services27section 9. 02 game day services28section 9. 03 delta club and jp morgan club29section 9. 04 staffing levels for certain services29section 9. 05 budgeting and estimates29section 9 | 563 |
license-agreements | exhibit 10. 5 certain confidential information contained in this document, marked by [ * * ], has been omitted because it is not material and would likely cause competitive harm to beam therapeutics inc. if publicly disclosed. license agreement by and between the broad institute, inc. and blink therapeutics inc. may 9, 2018 exhibit 10. 5 certain confidential information contained in this document, marked by [ * * ], has been omitted because it is not material and would likely cause competitive harm to beam therapeutics inc. if publicly disclosed. license agreement by and between the broad institute, inc. and blink therapeutics inc. may 9, 2018 table of contents 1. definitions. 2 2. license. 23 2. 1 license grants 23 2. 2 reservation of rights, certain restrictions 24 2. 3 affiliates 25 2. 4 sublicenses 26 2. 5 inclusive innovation model 28 2. 6 no other grant of rights 38 2. 7 additional limitations on exercise of license rights 39 3. development and commercialization. 39 3. 1 diligence 39 3. 2 adjustments of development plan 40 3. 3 regulatory filings 41 3. 4 reporting 41 3. 5 failure to meet development milestone : opportunity to cure 41 3. 6 activities of others 47 4. consideration for grant of license. 47 4. 1 equity 47 4. 2 annual license maintenance fees 49 4. 3 milestone payments 50 4. 4 royalty on net sales 54 4. 5 patent challenge 56 4. 6 non - royalty sublicense income 58 4. 7 complex consideration 59 4. 8 success payments 59 4. 9 assumption of obligations 59 5. reports ; payments ; records. 59 5. 1 reports and payments 59 5. 2 payment currency 60 5. 3 records 61 5. 4 late payments 62 5. 5 payment method 62 5. 6 withholding and similar taxes 62 6. patent filing, prosecution and maintenance. 62 6. 1 control 62 6. 2 common interest 64 6. 3 expenses 64 6. 4 abandonment 64 6. 5 marking 65 6. 6 create act 65 i table of contents 1. definitions. 2 2. license. 23 2. 1 license grants 23 2. 2 reservation of rights, certain restrictions 24 2. 3 affiliates 25 2. 4 sublicenses 26 2. 5 inclusive innovation model 28 2. 6 no other grant of rights 38 2. 7 additional limitations on exercise of license rights 39 3. development and commercialization. 39 3. 1 diligence | 564 |
license-agreements | exhibit 10. 01 exhibit 10. 01 license and access agreement by and between start fresh recovery, inc. and fresh start private management inc. this license and access agreement ( the โ agreement โ ) entered into as of october 2, 2013 is between start fresh recovery, inc., a california professional medical corporation ( โ medical group โ ) and fresh start private management inc., a california corporation ( โ fresh start โ ). recitals. whereas, trinity rx solutions, llc has developed and owns and / or otherwise possesses [ exclusive ] intellectual property, proprietary and other rights and know - how in a long - acting naltrexone implant product ( defined below ) which, when administered by a licensed physician, may reduce alcohol cravings in individuals for up to twelve months or more ; whereas, educational information and treatment results from appropriate health care professionals and from substance abuse counselors employing alcohol addiction counseling programs, communication skills, techniques and assessment and case management protocols developed by fresh start, in whole or in part, outside of the united states ( collectively, the โ counseling program โ ) have shown positive results when individuals both ( a ) receive an administration of the long - acting naltrexone implant product from their treating physicians, and ( b ) participate in the counseling program which is aimed at bringing about behavioral changes while alcohol cravings are being reduced by the naltrexone implant product ; whereas, trinity rx solutions has developed relationships with one or more independent compounding pharmacies which trinity rx solutions has trained and granted exclusive rights to make the proprietary naltrexone implant product ( the โ licensed compounding pharmacies โ ), a current list of which is attached hereto as exhibit a ; whereas, trinity rx solutions has entered into a licensing agreement with fresh start pursuant to which fresh start has been granted an exclusive license and rights to provide physicians and physician groups with access to and the right to purchase the naltrexone implant product from a licensed compounding pharmacy ; whereas, medical group has been and is engaged in the treatment of patients for alcohol addiction in the territory ( defined below ) ; and whereas, medical group desires to obtain from fresh start access to the naltrexone implant product for the treatment of medical group โ s patients when medical group, in its sole discretion, determines that such treatment is medically indicated and appropriate for particular patients, access to educational resources ( defined below ) and access and the counseling program which | 565 |
license-agreements | exhibit 10. 3 7. title and warranty title to and ownership of the licensed product, including all intellectual property rights shall at all time remains with the licensor. 7. 1 the licensed product is being supplied by licensor at the request of licensee. it is acknowledged and agreed by the parties that : ( a ) licensor does not have detailed knowledge or understanding of licensee's needs, obligations and business ; ( b ) licensor warrant and undertake that the licensed product is suitable for and will assist licensee in its operations. 8. supply of licensed product licensor will provide support and updated information of licensee relating to any product updates or improvements regarding any licensed products from licensor. the licensor will also provide the licensee with details and updates of its methods and techniques on a regular basis and / or when requested and will ensure that all of its services and techniques are available to licensee. 9. assignment the license granted hereunder and the licensed product may not be assigned, sub - licensed or otherwise transferred by the licensee unless approved in writing by licensor. 10. support licensor will offer reasonable levels of support to assist licensee and will makes its personnel available by email, phone or fax during normal working hours for feedback, problem solving or general questions to ensure that the licensed product is being used and promoted correctly. 16. arbitration any controversies or disputes arising out of or relating to this agreement shall be resolved by binding arbitration in according with the rules of the icc, at a venue selected by the party claiming injury ( plaintiff ). the parties shall select a mutually acceptable arbitrator knowledgeable about issues relating to the subject matter of this agreement. in the event the parties are unable to agree to such a selection, each party will select an arbitrator and the arbitrator shall in turn select a third arbitrator. all documents, materials and other information in the possession of each part shall be made available to the other party for review and copying no later than fourteen ( 14 ) days after the notice of arbitration is served. 17. severability neither shall be liable in damages to have the right to terminate this agreement for any delay or default in performing hereunder if such delay or default is caused by conditions beyond its control, including but not limited to acts of god, government restrictions ( including the denial or cancellation of any necessary license ), wars, insurrections and / or any | 566 |
license-agreements | exhibit 10. 3 portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the securities and exchange commission. the omissions have been indicated by asterisks ( โ * * * * * โ ), and the omitted text has been filed separately with the securities and exchange commission. matthew j. kelly chief intellectual property counsel 312 # # # - # # # - # # # # telephone 312 # # # - # # # - # # # # facsimile march 30, 2006 robert shakotko managing director standard & poor โ s index services 55 water street, 42nd floor new york, new york 10041 re : first amendment to the s & p - cme 2005 license agreement dear mr. shakotko : s & p and cme have agreed to amend our license agreement to allow cme to list for trading bxy trakrs contracts. this letter amendment embodies our agreement. pursuant to section 2 ( e ) of the license agreement ( โ agreement โ ) between the chicago mercantile exchange ( โ cme โ ) and standard & poor โ s ( โ s & p โ ), dated september 20, 2005, as amended, cme requests that the agreement be updated as specified below. the recitals of the agreement shall be amended by adding the following text : whereas, s & p has secured all necessary approvals and authorizations necessary from the chicago board of options exchange ( โ cboe โ ) and the cboe future exchange ( โ cfe โ ) for cme to list, trade, clear, market and promote trakrs contracts ( โ bxy trakrs contracts โ ) based on the cboe s & p 500 2 % otm buywrite index ( โ the bxy index โ ). section 1 of the agreement shall be amended by adding section 1 ( bb ) and section 1 ( cc ) at the end of the section which shall read as follows : ( bb ) โ trakrs contracts โ means any cash - settled futures contract ( i ) the final settlement price of which is calculated using the level of a broad - based, dynamic index of stocks, bonds, currencies, commodities or other financial instruments ; ( ii ) that can be held by โ non - institutional customers โ through broker dealers and registered representatives ; ( iii ) for which the establishment of a short position by a non - institutional customer requires a cash deposit equal to 50 % of the current market value of | 567 |
license-agreements | license agreement parties : this agreement is between : licensor : gregory ruff of 6411 south auer street, spokane wa 99223 licensee : qe brush inc., a nevada corporation summary : - type of license : exclusive - invention : 2 sided toothbrush - patent royalty rate : 20 % of the net factory sales price. - option granted : licensor grants licensee a 3 year exclusive term to market the toothbrush and in return, the licensee agrees to pay for patent, development, manufacturing and marketing costs of the qe toothbrush. recitals : licensor is developing an invention having the above title and warrants that the licensor is in the process of filing a us patent application in the us patent and trademark office and will take all the necessary steps in obtaining such said patent. licensor does not warrant that they will be successful in obtaining such patent though. whatever right the licensor has or will obtain in the future, licensor grants this right and license to licensee. licensee desires to market the toothbrush exclusively for 3 years and in return, the licensee agrees to pay for patent, development, manufacturing and marketing costs of the qe toothbrush. if patent application continues with no reasons to deny the patent, licensee will continue with the recitals made herein. if at any stage the patent application is unable to proceed to a patent license or becomes abandoned, licensee has the right to stop all patent, development, manufacturing and marketing costs of the qe toothbrush and terminate this agreement. licensor shall immediately notify licensee in writing of such an event. licensee also has the right to continue if they so desire. however, no reimbursement of any kind for any costs incurred to date from licensee shall be given or demanded from licensor. assignment of obligations and duties ; either party may assign their obligations and duties to a 3rd party upon notification to the other party. any sublicensee hereunder shall be bound by all the terms applying herein and shall be responsible for the obligations and duties of its sublicensees. late payments : payment from licensee to licensor shall be made semi - annually. if it is not timely paid, the unpaid balance shall bear interest at an annual rate of 10 % until the delinquent balance is paid. such interest shall be compounded monthly. net factory sales price : net factory sales | 568 |
license-agreements | exhibit 10. 63 ( a ) eighth amendment to research and licence agreement ( this โ amendment โ ) effective date : december 2, 2021 by and between yeda research and development company limited a company duly registered under the laws of israel of p o box 95, rehovot # # # - # # # - # # # #, israel ( hereinafter, โ yeda โ ) and cell source limited a company duly registered under the laws of israel of 5 kineret street, bnei brak # # # - # # # - # # # # ( hereinafter, โ cell source โ ) whereasyeda and cell source are parties ( the โ parties โ ) to a research and licence agreement dated october 3, 2011, as amended by a first amendment thereto dated april 8, 2014, a second amendment thereto dated november 28, 2016, a third amendment thereto dated march 29, 2018, a fourth amendment thereto dated march 30, 2018, a fifth amendment thereto dated june 30, 2019, a sixth amendment thereto dated december 31, 2019 and a seventh amendment thereto dated november 15, 2020 ( together, โ the r & l agreement โ ) ; and whereasyeda and cell source are parties ( the โ parties โ ) to a research and licence agreement dated october 3, 2011, as amended by a first amendment thereto dated april 8, 2014, a second amendment thereto dated november 28, 2016, a third amendment thereto dated march 29, 2018, a fourth amendment thereto dated march 30, 2018, a fifth amendment thereto dated june 30, 2019, a sixth amendment thereto dated december 31, 2019 and a seventh amendment thereto dated november 15, 2020 ( together, โ the r & l agreement โ ) ; and whereas yeda and cell source are parties ( the โ parties โ ) to a research and licence agreement dated october 3, 2011, as amended by a first amendment thereto dated april 8, 2014, a second amendment thereto dated november 28, 2016, a third amendment thereto dated march 29, 2018, a fourth amendment thereto dated march 30, 2018, a fifth amendment thereto dated june 30, 2019, a sixth amendment thereto dated december 31, 2019 and a seventh amendment thereto dated november 15, 2020 ( together, โ the r & l agreement โ ) ; and whereascell source wishes revise the milestones associated with the agreement as set out | 569 |
license-agreements | exhibit 10. 21 license agreement ( office space ) summary of terms contract no. doc646 airport 6n5 atlantic aviation metroport nyc, 499 east 34, h street, new york, ny 10016 operator macquarie aviation north america 2, inc. d / b / a / atlantic aviation metroport master lease agreement ( s ) concession agreement dated october 1, 2019 between the city of new york acting by and through the nyc department of small business services ( nycedc ) and macquarie aviation north america 2 inc. facility heliport located at 499 east 34th street ny, ny 10016 user name : blade urban air mobility, inc. contact : melissa tomkiel ( * * * @ * * * ) phone : # # # - # # # - # # # # email : * * * @ * * * description of space south terminal lounge and office space for helicopter passengers and staff to include storage. automobile or other vehicles are not permitted on the active ramp, parking for one vehicle included in facility parking lot on access road. purpose for use of space use for passenger lounge and reception for blade helicopter customers prior to flights. use of area to operate office staff and blade helicopter personnel during business hours of the heliport, 0800 am to 8 : 00pm monday through fridav. effective date december 1, 2019 initial term [ * * * ] with mutually agreeable option, not to be urueasonably withheld, of an additional [ * * * ] terms tbd user fees * space use fee ( monthly ) : year i [ * * * ] [ * * * ] [ * * * ] : tbd parking : included one space in access road lot janitorial : nia security : nia other : all maintenance related to tenninal electric, plumbing and construction is at the cost of the tenant blade inc. see attached terms * all fees and charges, including without limitation the space use fee is subject to an annual increase of a minimum of 10 % on each anniversary of the effective date. contract no. doc646 contract no. doc646 airport 6n5 atlantic aviation metroport nyc, 499 east 34, h street, new york, ny 10016 airport 6n5 atlantic aviation metroport nyc, 499 east 34, h street, new york, ny 10016 6n5 atlantic aviation metroport nyc, 499 east 34, h street, new york, ny 10016 operator | 570 |
license-agreements | license agreement bevmax office centers 880 third avenue, 9th & 12th floors. new york, n. y. 10022 license # 0046 date 4 / 20 / 2012 license # 0046 date 4 / 20 / 2012 license # 0046 date 4 / 20 / 2012 licensee : glennart consulting group llc ( please i partnership 1principal โ s / 2contact person โ s name : arthur raymond malvett persons authorized to use office : glenn foley, arthur malvett, ryan foley federal id : 45 # # # - # # # - # # # # boc telephone # type of business : medical technology licensed office ( s ) : 905a and 905b fixed fee / additional fees : licensee's fixed fee from 5 / 1 / 12 - 6 / 30 / 12 shall be $ 3, 000. 00 per month licensee's fixed fee from 7 / 1 / 12 - 8 / 31 / 12 shall be $ 3, 500. 00 per month licensee's fixed fee from 9 / 1 / 12 - 10 / 31 / 12 shall be $ 3, 900. 00 per month licensee's fixed fee from 11 / 1 / 12 - 12 / 31 / 12 shall be $ 4, 300. 00 per month licensee's fixed fee from 1 / 1 / 13 - 2 / 28 / 13 shall be $ 4, 600. 00 per month licensee's fixed fee from 3 / 1 / 13 - 4 / 30 / 13 shall be $ 4, 800. 00 per month $ 400. 00 additional fees per month for 1 - 3 toshiba telephones including voicemail and 3 t - 1 connections / users commencement fee : $ 450. 00 service retainer : $ 8, 000. 00 broker : daniel soffer - s. o. s. license term : 12 month a ) commencement date may 1, 2012 b ) termination date : april 30th, 2013 person โ s authorized to sign for licensee : arthur raymond malvett licensor : bevmax office centers 880 third avenue llc licensee : glennart consulting group llc licensee : glennart consulting group llc ( please i partnership 1principal โ s / 2contact person โ s name : arthur raymond malvett persons authorized to use office : glenn foley, arthur malvett, ryan foley federal id : 45 # # # - # # # - # # # | 571 |
license-agreements | exhibit 10. 22 confidential materials omitted and filed separately with the securities and exchange commission. asterisks denote omissions. amendment one to the exclusive license ( cmcc - 10665 ) this amendment is made and entered into as of may 12, 2011 ( the โ amendment โ ) by and between children โ s medical center corporation, a corporation duly organized and existing under the laws of the commonwealth of massachusetts and having offices located at 300 longwood avenue, boston, ma ( โ cmcc โ ) and invivo therapeutics corporation, a business corporation organized and existing under the laws of the state of delaware and having its principal office at one broadway, 14th floor, cambridge, ma โ licensee โ ). whereas, cmcc and licensee have entered into that certain exclusive license agreement with an effective date of july 2, 2007 and identified as agreement number cmcc - 6748 ( the โ agreement โ ) ; whereas cmcc and licensee wish to amend such agreement through this amendment ; and whereas the agreement otherwise remains unchanged. in consideration of these premises and of the mutual promises set forth below, the parties agree to amend the agreement as follows : amendments to the agreement : 1. article i. definitions, paragraph f of the agreement, โ field of use โ, is hereby deleted in its entirety and replaced as follows : f. โ field of use โ shall mean the following three subfields : i ) treatment of nerve injury of the central nervous system including the brain, and spinal cord ; ii ) treatment of nerve injury of the retina and the cranial nerves ; and iii ) treatment of the following pathologic conditions : nerve root impingement from musculoskeletal elements, demyelinated tissue, damage to neural elements exiting the spinal cord and lumbosacral region of spinal cord by administering a licensed product to the peripheral nerves in the intraspinal location, foraminal and extraspinal areas, extrapyramidal regions, areas of peripheral bony impingement, and for repair or treatment of neural elements following damage from prostate surgery ; excluding the development and commercialization of tissue engineered products for human and animal therapeutics in the field of genitourinary. 2. in consideration for expanding the field of use, licensee shall pay to cmcc a license amendment fee of $ [ * * * * ] within thirty ( 30 ) days of the full execution of this amendment in addition to any other payments due under the | 572 |
license-agreements | exhibit 10. 1 licensor : evaluation license agreement micrologic design automation, inc. ( โ licensor โ ) 5670 wilshire blvd # 1868 los angeles, ca 90036 licensee : forex international trading corp ( โ licensee โ ) 400 continental blvd. suite 600, el segundo, california 90245 effective date : sep 1, 2013 evaluation expiration : nov 1, 2013 licensed technology : nanodrc, nanorv and nanolvs 1. license grant : 1. license grant : 1. 1. license grant : licensor grants to licensee a non - exclusive, royalty - free, temporary license to use certain technology and related materials ( hereinafter referred to as " licensed technology " ) for any purpose related to evaluating the licensed technology internally. upon expiration of this agreement, licensor shall return all copies of the licensed technology, to licensee, or certify their destruction. all costs associated with said evaluating the licensed technology will be paid solely by licensee. 2. confidentiality : 2. confidentiality : 2. 2. confidentiality : during the course of this agreement, either party may have or may be provided access to the other โ s proprietary items or confidential information ( โ confidential information โ ). licensed technology and any reports provided by licensee to licensor shall be considered confidential information. each party agrees to maintain the confidentiality of the other โ s confidential information in accordance with this provision and the separate mutual non - disclosure agreement between the parties. at a minimum, neither party shall disclose the other โ s confidential information to any third party without the prior written approval of the other party. neither party shall be liable for the disclosure of confidential information which is : ( a ) is or has become in the public domain other than by a breach of this agreement on the part of the receiving party ; or ( b ) is rightfully received from a third party without any obligation of confidentiality ; or ( c ) is in the possession of the receiving party at the time of receipt of such information from the disclosing party ; or ( d ) is independently developed by employees or contractors of the receiving party ; or ( e ) is generally made available to third parties by the disclosing party without restriction on disclosure. licensor rights are secured via series of patents. to secure said confidentiality and as the temporary license being granted without a fee to licensor | 573 |
license-agreements | exhibit 10. 7 certain confidential portions of this exhibit were omitted and replaced with โ [ * * * ] โ. a complete version of this exhibit has been filed separately with the secretary of the securities and exchange commission pursuant to an application requesting confidential treatment pursuant to rule 406 promulgated under the securities act of 1933, as amended. exclusive license agreement 1. parties 1. parties 1. 1 dr stefan karlsson personal id. no [ * * * ] and maria dahl personal id. no [ * * * ] ( the โ original rights holders โ ) together with any and all postdocs or other researchers adhering to this agreement in accordance with section 10 ( collectively referred to as the โ rights holders โ, and each being a โ rights holder โ ). 1. 1 dr stefan karlsson personal id. no [ * * * ] and maria dahl personal id. no [ * * * ] ( the โ original rights holders โ ) together with any and all postdocs or other researchers adhering to this agreement in accordance with section 10 ( collectively referred to as the โ rights holders โ, and each being a โ rights holder โ ). 1. 2 avrob10, inc., a delaware corporation in the usa, with an address of 400 technology square, 10th floor, cambridge, ma 02139 ; ( โ avrobio โ ) 1. 2 avrob10, inc., a delaware corporation in the usa, with an address of 400 technology square, 10th floor, cambridge, ma 02139 ; ( โ avrobio โ ) 1. 3 all of the rights holders, on the one hand, and avrobio, on the other hand, are also referred to each as a โ party โ, and together as the โ parties โ. 1. 3 all of the rights holders, on the one hand, and avrobio, on the other hand, are also referred to each as a โ party โ, and together as the โ parties โ. 1. 4 notwithstanding section 1. 3, an obligation or right under this agreement ( except confidentiality obligations ) for a rights holder relating to specific rights shall apply to a given rights holder only if and to the extent that the relevant rights holder has a legal interest in and to ( in whole or in part ) such rights. each rights holder is liable for his / her own obligations under this agreement and, except to the extent expressly provided in section 5. 2 and section | 574 |
license-agreements | exhibit 10. 34 [ * ] = certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the securities and exchange commission. amendment no. 5 national geographic partners, llc ( " ngs " ) 1145 seventeenth street, nw washington, dc 20036 usa contact : tel : email : lindblad expeditions, llc ( " lindblad " ) 96 morton street new york, ny 10014 usa contact : tel : email : national geographic partners, llc ( " ngs " ) 1145 seventeenth street, nw washington, dc 20036 usa contact : tel : email : national geographic partners, llc ( " ngs " ) 1145 seventeenth street, nw washington, dc 20036 usa contact : tel : email : lindblad expeditions, llc ( " lindblad " ) 96 morton street new york, ny 10014 usa contact : tel : email : lindblad expeditions, llc ( " lindblad " ) 96 morton street new york, ny 10014 usa contact : tel : email : this is the fifth amendment ( " amendment 5 " ), dated as of july 31, 2018 ( " effective date " ) to that alliance and license agreement effective as of december 12, 2011, as amended, between ngs and lindblad, ( collectively, the " agreement " ). ngs and lindblad desire to modify the agreement as follows : subsection 1 ( y ) shall be deleted in its entirety and replaced with the following : 1 ( y ) europe : means austria, belarus, belgium, bosnia - herzegovina, cyprus, czech republic, denmark, finland, france, germany, greece, iceland, ireland, italy, lithuania, luxembourg, malta, monaco, netherlands, norway, poland, portugal, romania, russia, spain, sweden, switzerland, turkey, ukraine, and the united kingdom ( including wales, scotland and northern ireland ). 2. the following subsections 1 ( z ) and 1 ( aa ) shall be added to the agreement : 1 ( z ) asia : means hong kong, thailand, singapore and china. 1 ( aa ) latam : means mexico, belize, guatemala, honduras, el salvador, nicaragua, panama, costa rica, colombia, brazil, venezuela, ecuador, peru, chile, argentina, bolivia, uruguay, paraguay, guyana, suriname, french guiana. 3. the first paragraph of subsection 5 ( a ) shall be deleted in its entirety and replaced with the | 575 |
license-agreements | exhibit 10. 32 exhibit 10. 32 document a141tm โ 2014 document a141tm โ 2014 document a141tm โ 2014 document a141 tm tm โ 2014 standard form of agreement between owner and design - builder aiaยฎ document a141โข โ 2014 ยฎ additions and deletions : the author of this document has added information needed for its completion. the author may also have revised the text of the original aia standard form. an additions end deletions report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. a vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original aia text. this document has important legal consequences. consultation with an attorney is encouraged with respect to its completion or modification. consultation with an attorney is also encouraged with respect to professional licensing requirements in the jurisdiction where the project is located. standard form of agreement between owner and design - builder additions and deletions : additions and deletions : the author of this document has added information needed for its completion. the author may also have revised the text of the original aia standard form. an additions end deletions report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. a vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original aia text. the author of this document has added information needed for its completion. the author may also have revised the text of the original aia standard form. an additions end deletions report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. a vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original aia text. this document has important legal consequences. consultation with an attorney is encouraged with respect to its completion or modification. this document has important legal consequences. consultation with an attorney is encouraged with respect to its completion or modification. consultation with an attorney is also encouraged with respect to professional licensing requirements in the jurisdiction where the project is located. consultation with an attorney is also encouraged with respect to professional licensing requirements in the jurisdiction where the project is located. agreement made as of the 29th day | 576 |
license-agreements | exhibit 10. 01 license agreement agreement made, effective as of july 26, 2012, by and between chimera energy corp of the usa, here referred to as licensee, and china inland oil exploration company of chencunzhen, guangdong province, china, here referred to as licensor. ็พ ๅฝ chimera ๅ
ฌ ๅธ ๏ผ ้ ๆน ๏ผ ไธญ ๅฝ ๅนฟ ็ ๆ ้ ไธญ ๅฝ ๅคง ็ณ ๅ
ฌ ๅธ ๏ผ ้ ๆน ๏ผ ๏ผ ็ ๆฅ 2012 ๅนด 7 ๆ 26 ใ in consideration of the mutual promises contained in this agreement, the parties agree as follows : ไธญ ็ ๏ผ ๆน ๆ ไธ ๏ผ section one. ไธ ้จ ๅ grant of license ; description of procedure licensor grants to licensee a license, subject to all of the terms and conditions of this agreement, the right to institute the development and use of materials, ideas, directions and all associated intellectual property associated with : the exclusive use, development rights, modifications and branding of the environmentally friendly oil & gas extraction procedure for shale to replace hydraulic fracturing that is known as non hydraulic extraction. ไธญ ๆ ็ ๅ ๏ผ ๆน ๆน ๏ผ ๆน ๆ ๅฎ ็ ๅ ๏ผ ๏ผ ๆน ๆ ็ธ ็ ็ ๏ผ ๏ผ ๅฎถ ๏ผ ๏ผ ไปฃ ๆฐด ๅ ไธญ ๅ ๅคฉ ็ ไฟ ็ ๅฟ ๏ผ ใ section two. ไบ ้จ ๅ limitation to described purpose ็ฎ ็ ็ โ non hydraulic fracturing โ shall be used by licensee solely for development and marketing for the purpose of profit during the period beginning july 26, 2012, and continuing until this agreement is terminated as provided in this agreement. ็ ๆฅ ๏ผ 2012 ๅนด 7 ๆ 26 ๆฅ ไธญ ็ ๆญข ๏ผ ๆน | 577 |
license-agreements | - year 1 โ u. s $ 100, 000. 00 - year 2 โ u. s $ 150, 000. 00 - year 3 โ u. s $ 200, 000. 00 - year 4 and beyond โ u. s $ 250, 000. 00 system component royalty rate maximum percentage of component gross margin estimated min. gross margin to receive full royalty electric motor controller 5. 0 % 15 % 33. 3 % electric motor 5. 0 % 15 % 33. 3 % cables, brackets & belt 5. 0 % 15 % 33. 3 % li - ion batteries cells 2. 0 % 5 % 33. 3 % system component royalty rate maximum percentage of component gross margin est. min. gross margin to receive full royalty motor controller 5. 0 % 15 % 33. 3 % electric motor 5. 0 % 15 % 33. 3 % cables, brackets & belt 5. 0 % 15 % 33. 3 % l - ion batteries 2. 0 % 5 % 33. 3 % controlledcarbon, llc cleanfutures, llc by : / s / _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ by : / s / _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ name : _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ name : _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ title : _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ title : _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ date : _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ date : _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ | 578 |
license-agreements | exhibit 10. 2 indemnification agreement this agreement is made as of, 2006, between adventrx pharmaceuticals, inc., a delaware corporation ( the โ company โ ), and ( the โ indemnitee โ ). recitals both the company and indemnitee recognize that highly competent persons have become more reluctant to serve publicly - held corporations as directors or in other capacities unless they are provided with adequate protection through insurance or adequate indemnification against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of the corporation. in recognition of indemnitee โ s need for substantial protection against personal liability in order to enhance indemnitee โ s continued service to the company in an effective manner and indemnitee โ s reliance on the provisions of the company โ s certificate of incorporation ( โ certificate of incorporation โ ) and the company โ s bylaws ( the โ bylaws โ ) requiring indemnification of the indemnitee to the fullest extent permitted by law, and in part to provide indemnitee with specific contractual assurance that the protection promised by such certificate of incorporation and bylaws will be available to indemnitee ( regardless of, among other things, any amendment to or revocation of such certificate of incorporation or bylaws or any change in the composition of the company โ s board of directors or acquisition transaction relating to the company ), the company wishes to provide in this agreement for the indemnification of and the advancing of expenses to indemnitee to the fullest extent ( whether partial or complete ) permitted by law and as set forth in this agreement. the certificate of incorporation, the bylaws and the general corporation law of the state of delaware ( โ dgcl โ ) expressly provide that the indemnification provisions set forth therein are not exclusive and thereby contemplate that contracts may be entered into between the company and members of the board of directors, officers and other persons with respect to indemnification. it is reasonable, prudent and necessary for the company contractually to obligate itself to indemnify, and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the company free from undue concern that they will not be so indemnified. this agreement is a supplement to and in | 579 |
license-agreements | license agreement ( this โ agreement โ ) made as of may 21, 2009, between : ableauctions. com inc., of 1963 lougheed highway, coquitlam, british columbia, canada, v3k 3t8 between : between : ( hereinafter called the โ company โ ) ; and icollector technologies ltd., of 1963 lougheed highway, coquitlam, british columbia, canada, v3k 3t8 and and ( hereinafter called โ icollector โ ) ; and abc live auction world ltd., of 1963 lougheed highway, coquitlam, british columbia, canada, v3k 3t8 and and ( hereinafter called โ abc โ ) ; ( hereinafter collectively called the โ parties โ and individually, a โ party โ ) whereas : a. the company โ s subsidiary icollector carries on a business ( the โ icollector business โ ) consisting of : ( i ) broadcasting business and industrial auctions over the internet for auctioneers and members of the national auctioneers association ( โ naa โ ), using the company โ s licensed proprietary technology ( www. ableauctions. com / technology ) through the website www. naalive. com and www. naaonlinesolutions. com. ( i ) ( i ) ( ii ) broadcasting antique and collectible auctions over the internet for numerous galleries and auction houses throughout the world. prior to december 31, 2008, these auctions were facilitated using ebay โ s live auction technology. commencing january 1, 2009, these auctions are facilitated using the company โ s proprietary technology ( www. ableauctions. com / technology ) through the company โ s website, www. icollector. com. ( ii ) ( ii ) ( iii ) providing auction - related products and services for a fee ( www. icollectorlive. com / services. aspx ). ( iii ) ( iii ) and whereas abc wishes to contract with icollector to perform the icollector business operations, and to sublicense from icollector certain tangible and intangible assets icollector licenses from the company for use in the icollector business ( collectively, the โ licensed assets โ ), and icollector and the company have agreed to that contracting and sublicensing on | 580 |
license-agreements | exhibit 10. 33certain confidential information contained in this exhibit marked by [ * * * ] has been omitted because it is both not material and is the type of information that the registrant treats as private or confidentiallicense agreementin barcelona, on march 4, 2016 ( the โ effective date โ ), by and betweenof the first part, ( 1 ) fundacio institut d โ investigacio biomedica de bellvitge [ bellvitge biomedical research institute foundation ] ( idibell ), a catalan foundation duly incorporated and registered in the registry of foundations of the office of the general director of law and legal entities of the department of justice of the autonomous government of catalonia under number 459, having its address at hospital duran i reynals 3ยช planta, gran via de l'hospitalet, 199 - 203, 08908 l'hospitalet de llobregat ( barcelona ), and holding current cif ( codigo de identificacion fiscal [ tax identification code ] ) number g58863317 ( โ idibell โ ). idibell is represented herein by dr jaume reventos i puigjaner, whose personal details are not recorded due to of his professional position, as director, by virtue of the appointment agreed by the idibell board of trustees, in the meeting celebrated of march 18, 2014. of the second part, ( 2 ) vcn biosciences, s. l., a company duly incorporated under the laws of spain, having its legally registered office at avenida de la generalitat 152, 08174, sant cugat del valles ( barcelona ), and holder of tax identification number b - 65, 109, 605 ( โ vcn โ ). vcn is represented herein by mr. manel cascallo piqueras, of legal age, of spanish nationality, whose legal address for the present purposes is located at avenida de la generalitat 152, 08174, sant cugat del valles ( barcelona ), and with dni ( documento nacional de identidad [ national identity document ] ) number [ * * * ], the same which is legally valid, acting in his capacity as legal representative, in accordance with the sufficient power of attorney that he has produced and put away. idibell and vcn will hereinafter be referred to collectively as the | 581 |
license-agreements | exhibit 10. 1 execution version amended and restated exclusive license agreement this amended and restated exclusive license agreement ( โ agreement โ ) is effective as of november 24, 2008 ( the โ effective date โ ), and is restated as of this 10th day of april, 2013 ( โ restatement date โ ) by and between the university of western australia, a body corporate established pursuant to the provisions of the university of western australia act 1911, with offices at 35 stirling highway, crawley, western australia 6009 ( โ uwa โ ), on the one hand, and sarepta therapeutics, with offices at 245 first street suite 1800 cambridge, ma 02142 usa ( โ sarepta โ ) and sarepta international cv ( โ sarepta netherlands, โ and collectively with sarepta, โ licensee โ ), on the other hand. r e c i t a l s a. uwa owns and is entitled to grant license rights with respect to certain patent rights and technical information ( as defined below ) invented or developed in the course of certain research conducted under the direction of stephen d. wilson, sue fletcher, graham mcclorey, abbie adams and penny meloni ( hereinafter collectively referred to as the โ inventors โ ). b. certain of the patent rights and technical information had been previously assigned by uwa to smithkline beecham corporation doing business as glaxosmithkline ( โ gsk โ ), but have, as of the effective date, been reassigned by gsk to uwa. c. licensee is in the process of developing various products for the treatment of muscular dystrophy arising from defects in the dystrophin gene by inducing the skipping of certain exons in such gene for which the patent rights and technical information may be useful. d. uwa and licensee entered into a certain exclusive license agreement, dated as of the effective date ( the โ prior license agreement โ ), pursuant to which uwa granted to licensee certain exclusive license rights under certain patent rights and technical information relating to the treatment of duchenne muscular dystrophy by inducing the skipping of certain specified exons or blocks of exons through the use of certain specified antisense sequences ( the โ prior license rights โ ). e. licensee and uwa desire to expand the prior license rights to allow licensee to conduct research in the field of use, and to develop | 582 |
license-agreements | mphase technologies, inc. espial group inc. by : / s / ronald durando by : / s / kumanan yogaramam name : ronald a. durando name : kumanan yogaramam title : president and ceo title : cto 03 / 17 / 2006 17 march 2006 | 583 |
license-agreements | adamis pharmaceuticals corporation 10 - q exhibit 10. 5 loan amendment, forbearance and assumption agreement this loan amendment, forbearance and assumption agreement ( this โ agreement โ ) is made and entered into as of april _ _ _ _ _, 2016 ( the โ agreement date โ ), by and among 4 hims, llc, an arkansas limited liability company ( โ 4 hims โ ), tribute labs, llc, a nevada limited liability company ( โ tribute โ ), us compounding, inc., an arkansas corporation ( โ usc โ ) ( 4 hims, tribute and usc are collectively hereinafter referred to as the โ initial loan parties โ ) ; eddie glover, an individual, and william l. sparks, an individual ; and kristen riddle, an individual ( collectively, the โ individual guarantors โ ) ; adamis pharmaceuticals corporation, a delaware corporation ( โ adamis โ ) ; and bear state bank, inc., a national banking association ( โ bank โ ). background a. pursuant to that certain business loan agreement ( as modified, amended or supplemented, the โ 4 hims loan agreement โ ) dated as of august 8, 2014, entered into by and between 4 hims, as borrower, and bank, as lender, bank agreed to make a loan, loan no. 5500000152 ( the โ 4 hims loan โ ) to 4 hims in the initial principal amount of up to two million five hundred eight - six thousand eight hundred ninety - two and 09 / 100 dollars ( $ 2, 586, 892. 09 ). the 4 hims loan is evidenced by that certain commercial promissory note ( as modified, amended or supplemented, the โ 4 hims note โ ) dated as of august 8, 2014, executed by 4 hims in favor of bank. the 4 hims note is secured by, among other things, that certain commercial real estate mortgage ( as modified, amended or supplemented, the โ 4 hims mortgage โ ) dated as of august 8, 2014, executed by 4 hims in favor of bank and recorded in the official records of faulkner county as doc # 2014 - 11418, encumbering certain real property more particularly described in the 4 hims mortgage. in connection with the 4 hims loan, 4 hims also entered into certain other agreements and instruments, ( the 4 hims loan agreement, the 4 hims note, the | 584 |
license-agreements | exhibit 10. 2 note : certain material has been ommitted from this agreement pursuant to a request for confidential treatment under rule 24b - 2. the locations of these omissions are indicated throughout the agreement by the following markings : [ * * * ]. kiosk license agreement wal - mart stores east, lp, individually and only as to stores ( as defined below ) owned, leased, or operated in al, ct, de, fl, ga, in, ky, me, md, ma, mi, ms, mo, nh, nj, nm, ny, nc, oh, ok, pa, ri, sc, tn, vt, va, wi, wv ; wal - mart stores, inc., individually and only as to stores owned or leased in ak, ar, az, ca, co, hi, id, il, ia, ks, mn, mt, ne, nv, nd, or, sd, ut, wa, wy ; wal - mart louisiana, llc, individually and only as to stores owned or leased in louisiana ; and wal - mart stores texas, llc, individually and only as to stores owned or leased in texas ( each referred to as โ retailer โ for purposes of this kiosk license agreement as it applies to the store ) and h & r block services, inc., operating h & r block offices through its wholly owned subsidiaries, ( โ licensee โ ) enter into this kiosk license agreement effective this 22nd day of august 2007 ( this โ agreement โ ) and agree as follows : 1. definitions. for purposes of this agreement, the following definitions apply : a. โ kiosk โ or โ kiosks โ means an area of space in which licensee conducts the promotion ( as defined below ) measuring six ( 6 ) feet deep by fifteen ( 15 ) feet wide with privacy screens around the tax preparation areas that are at least five ( 5 ) feet high. b. โ franchisee โ or โ franchisees โ means any franchisee operating h & r block offices. c. โ promotion โ means the tax preparation services offered and provided by licensee and licensee โ s franchisees ( as defined above ) at the kiosk in accordance with this agreement. d. โ full tax season โ means the period beginning on or about january 2nd of a given year through april 15th of the same year or such later date as the united state internal revenue service permits the | 585 |
license-agreements | exhibit 10. 74 addendum 1 to license and supply agreement the license and supply agreement on the dtpa products was made between akorn, inc., a company organized and existing under the laws of louisiana with its principal office at 2500 millbrook drive, buffalo grove, illinois 60089 - 4694, united states of america ( โ licensee โ ) and hameln pharmaceuticals gmbh, langes feld 13, hameln, germany with effect of 11th november 2004. on 1st january 2005, along with a company restructure, hameln pharma plus gmbh, a company organized and existing under the laws of germany with its principal office at langes feld 13, d - 31789 hameln, germany ( โ hameln โ ) took over the valid license and supply agreement from hameln pharmaceuticals gmbh. the contract remains valid and unaffected until today and in the future. this addendum 1 to the license and supply agreement of 11th november 2004 is made and entered into this 1st day of october 2006, by and between hameln and licensee. whereas, hameln and licensee have agreed to alter the original paragraph 8. 2. final product price and 8. 3. payment of the license and supply agreement of 11th november 2004 in such a way as to allow in future to carry out all monetary transactions between the parties solely in us dollars. therefore the following new wording has been agreed. 8. prices and terms 8. 2. final product prices hameln shall supply the products to licensee in each calendar quarter hereunder at prices which correspond to fifty percent ( 50 % ) of the total gross sales price actually achieved in the market in such calendar quarter ( โ final product price โ ), but in no event shall the price of the product be less than the then applicable initial transfer product price as specified in appendix b - 2. licensee shall provide hameln with summary documentation of all sales transactions of the products in the previous calendar quarter no later than the 15th calendar day following the close of each such quarter. on delivery of each ordered batch, licensee shall be invoiced with the initial transfer price as listed in the then applicable appendix b - 2. licensee will at any time within 5 days of receiving money from its customers for single sales transactions in excess of us dollar 250, 000. 00 ( two hundred fifty thousand us dollars ) perform all necessary calculations according to the formula | 586 |
license-agreements | option to license us patent appl no. : 10 / 620, 303 1. names this option agreement is made by brain tree international, inc., a utah corporation doing business as brain tree ( hereinafter โ brain tree โ ), and michael g mcguire., an individual doing business as mgm ( hereinafter โ mgm โ ). 2. option to license us patent in exchange for a $ 10, 000 non - refundable payment that mgm has made to brain tree ( the โ option fee โ ), brain tree hereby grants to mgm an option to license the intellectual property commonly known as an โ apparatus to convert an analog signal to a digital format using an analog broadcast license โ ( the โ option โ ), relating to the las vegas, nevada and surrounding areas as might be identified by an existing fcc issued broadcast license and to be defined by a definitive license agreement upon exercise of the option. brian tree hereby acknowledges receipt of the $ 10, 000 non - refundable option fee received from mgm on september 27, 2011. the option fee is in addition to any licensee fee or price that will be due and payable upon the exercise of this option and the execution of a definitive license agreement. if mgm exercises this option, brain tree agrees to license the intellectual property to mgm on terms to be set forth in a formal license agreement. 3. exercise of option pursuant to this option, mgm has the right to exercise its option by delivering to brain tree, on or before november 1, 2011, a second payment of $ 10, 000 and a written notice of exercise of the option. mgm may deliver the payment and notice by sending it to brain tree โ s office at 1390 south 1100 east, ste 204, salt lake city, utah 84105 by certified mail or private overnight mail service, in which case the payment and notice will be treated as delivered when received at brain tree โ s address in person or placed in the possession of the u. s. postal service or the private carrier. the second payment of $ 10, 000 upon exercise of the option will be applied to any future royalties due to brain tree for an annual royalty period november 1, 2011 to november 1, 2012 for the las vegas, nv area. 4. royalties upon exercise of the option and execution of a definitive license agreement, future royalties owed by mgm will be determined by a calculation of market population as set forth in the license agreement. the parties agree | 587 |
license-agreements | sale price to end user 4, 000 distributor commission, if applicable 800 net to econolite 3, 200 less solo purchase price ( 1, 500 net profit on sale 1, 700 iss royalty ( 50 % ) ( 850 econolite margin 850 / s / william russell / s / michael doyle | 588 |
license-agreements | confidential treatment requested by codexis, inc. page 1 of 3 12th december 2018 th nestec ltd. avenue nestle 55 1800 vevey switzerland attention : [ * * * ] re : section 7. 3. 2 of the global development option and license agreement ( โ gdola โ ) dated october 12, 2017, as amended, by and between nestec ltd. ( โ nhsc โ ) and codexis, inc. ( โ codexis โ ) re : re : section 7. 3. 2 of the global development option and license agreement ( โ gdola โ ) dated october 12, 2017, as amended, by and between nestec ltd. ( โ nhsc โ ) and codexis, inc. ( โ codexis โ ) section 7. 3. 2 of the global development option and license agreement ( โ gdola โ ) dated october 12, 2017, as amended, by and between nestec ltd. ( โ nhsc โ ) and codexis, inc. ( โ codexis โ ) dear [ * * * ] this letter will confirm our agreement with respect to the achievement and payment of the solid dosage form development milestone of $ [ * * * ] as described in section 7. 3. 2 of the gdola and the conduct of a [ * * * ] study examining [ * * * ] and [ * * * ] of cdx - 6114 [ * * * ]. as of the date of this letter and subject to the terms and conditions of the gdola, notwithstanding anything to the contrary in section 7. 3. 2 or in exhibits f and g of the gdola, nhsc hereby agrees that within [ * * * ] after the achievement of the formulation objectives, nhsc shall pay to codexis [ * * * ]. codexis will complete the following deliverables in relation to the formulation objectives : ( a ) codexis delivers to nhsc [ * * * ]. ( b ) codexis delivers to nhsc [ * * * ]. ( c ) codexis delivers to nhsc [ * * * ]. ( d ) codexis delivers to nhsc [ * * * ]. ( e ) codexis delivers to nhsc [ * * * ]. ( f ) codexis delivers to nhsc [ * * * ]. upon receipt of the final deliverable from ( a ) to ( f ), as defined above, nhsc shall have [ | 589 |
license-agreements | licensor : alphakat global energy gmbh schulstrasse 8 96155 buttenheim, germany attention : chief executive officer facsimile : + 49 - 9545 - 950325 american : 945 ellington lane pasadena, ca 91105, usa attention : bruce i. drucker facsimile : + 1 # # # - # # # - # # # # alphakat - global energy gmbh by : / s / yossi raz yossi raz, chief executive officer date : february 6, 2008 american renewable diesel, llc by : / s / bruce i. drucker bruce i. drucker, chief executive officer date : february 6, 2008 | 590 |
license-agreements | technology license agreement additional territory term sheet no. 1 this additional territory term sheet no. 1 ( this โ term sheet โ ) dated _ _ _ _ _ _ _ _ _ _ _ _ _ _ _, 2015 ( the โ term sheet effective date โ ) is attached to, and made a part of, the technology license agreement ( โ technology license โ ) by and between oms investments, inc. ( โ oms โ ) and aerogrow international, inc. ( โ aerogrow โ ) dated april 22, 2013. unless otherwise defined herein, capitalized terms shall have the meanings set forth in the technology license. additional territory : united kingdom termination rights ( for purposes of section 8. 3 ( b ) ( ii ) ) : a minimum of $ 3, 000, 000 in annual gross sales on or before march 31, 2019, and for each subsequent contract year. retailers / channels of trade : aerogrow may only sell to retailers that sell exclusively through the e - commerce channel of trade, including online and television sales ( e. g., amazon, qvc ). aerogrow may expand to the online presence of those brick and mortar stores that oms approves in advance in writing, which approval may not be unreasonably withheld, conditioned or delayed. additional terms : none. additional territory : united kingdom termination rights ( for purposes of section 8. 3 ( b ) ( ii ) ) : a minimum of $ 3, 000, 000 in annual gross sales on or before march 31, 2019, and for each subsequent contract year. retailers / channels of trade : aerogrow may only sell to retailers that sell exclusively through the e - commerce channel of trade, including online and television sales ( e. g., amazon, qvc ). aerogrow may expand to the online presence of those brick and mortar stores that oms approves in advance in writing, which approval may not be unreasonably withheld, conditioned or delayed. additional terms : none. this term sheet incorporates all the rights, duties, and obligations extended to both parties under the technology license relating to the subject matter herein. this term sheet and the technology license shall be read together and any conflict in terms shall be resolved with deference to the terms contained in this term sheet. oms investments, inc. by : name : title : date : aerogrow international, inc. by : name : title : date : oms | 591 |
license-agreements | new verde river mining co., inc., a company formed under the laws of the state of arizona having an office at 48412 n. black canyon hwy., new river, az 85087 ( hereinafter referred to as โ new verde โ ) robert h. gunnison of 48412 n. black canyon hwy., new river, az 85087 ( hereinafter referred to as the โ inventor โ ) royal mines and minerals corp., a company formed under the laws of the state of nevada having its corporate office at 2580 anthem village drive, suite 112, henderson, nv 89052 ( hereinafter referred to as โ royal mines โ ) new verde river mining co., inc., an arizona corporation, by its authorized signatory : / s / robert gunnison signature of authorized signatory robert gunnison name of authorized signatory president position of authorized signatory / s / robert gunnison robert gunnison president signed, sealed and delivered ) by robert h. gunnison ) in the presence of : ) ) ) / s / k. i. matheson ) signature of witness ) ) / s / robert h. gunnison k. i. matheson ) robert h. gunnison name of witness ) ) 2215 lucerne cir., henderson, nv 89014 ) address of witness ) ) ) / s / k. i. matheson / s / robert h. gunnison k. i. matheson 2215 lucerne cir., henderson, nv 89014 royal mines and minerals corp. a nevada corporation by its authorized signatory : / s / jason s. mitchell signature of authorized signatory jason s. mitchell name of authorized signatory secretary and treasurer position of authorized signatory / s / jason s. mitchell jason s. mitchell secretary and treasurer | 592 |
license-agreements | exhibit 10. 21 product, software & services license agreement between new orbit technologies, s. a. p. i. de c. v. and tpt global tech, inc. dated april 17, 2017 | 593 |
license-agreements | exhibit 10. 2 portions of this exhibit have been omitted and separately filed with the securities and exchange commission with a request for confidential treatment amended and restated non exclusive license agreement this agreement is made this 1st day of july, 2008 ( hereinafter โ the date of signature โ ) by and between cellectis, a french societe anonyme, registered under the registre de commerce et des societes de paris under nยฐ b 428 859 052, having its registered office at 102 avenue gaston roussel โ 93235 romainville, france, represented by its legal representative, mr. andre choulika, directeur general ( hereinafter โ cellectis โ ) and regeneron pharmaceuticals, inc., a company organized and existing under the laws of the state of new york, having a principal place of business at 777 old saw mill river road, tarrytown, ny 10591 u. s. a. ( united states of america ), represented by its legal representative, mr. stuart kolinski, senior vice president & general counsel ( hereinafter โ regeneron โ ). regeneron and cellectis hereinafter individually or collectively referred to as the party ( ies ). witnesseth whereas, cellectis is a biotechnology company specialized in rational genome engineering. cellectis controls and develops tools and methods to rewrite dna sequences in genomes of living organisms. with these technologies, cellectis develops therapeutic drugs, as well as industrial tools to develop animal models and to engineer protein producer strains, animals or plants ; whereas, cellectis has exclusive rights, including the right to grant sublicenses, from institut pasteur, a french foundation located at 25 rue du docteur roux โ 75015 paris france, the owner of patents ( as defined below ), relating to a process for the specific replacement or insertion of a gene in the receiver genome by homologous recombination ; whereas, regeneron is a biopharmaceutical company that has developed technologies and know - how to generate genetically modified animals, and that discovers, develops, and commercializes therapeutic medicines for the treatment of serious medical conditions ; whereas, regeneron and cellectis, parties to a non - exclusive license agreement dated as of december 12, 2003 ( as the same has been amended, modified, and july 1, 2008 exhibit 10. 2 portions | 594 |
license-agreements | exhibit 10. 17. 3 confirmation of amendment no. 1 to license and distibution agreement the undersigned trividia manufacturing solutions, inc. f / k / a nipro consumer healthcare, inc. and d / b / a p. j. noyes company, a new hampshire corporation with its principal offices located at 89 bridge street, lancaster, new hampshire 03584 ( โ licensor โ ), hereby represents, warrants and confirms to span - america medical systems, inc., a south carolina corporation with its principal offices located at 70 commerce center, greenville, south carolina 29615 ( โ licensee โ ) as follows : 1. on january 25, 2016, nipro consumer healthcare, inc. changed its corporate name to trividia manufacturing solutions, inc. by an amendment to its articles of incorporation that was duly authorized and adopted by all requite corporate action, a copy of which is attached hereto as exhibit a ; 1. 1. on january 25, 2016, nipro consumer healthcare, inc. changed its corporate name to trividia manufacturing solutions, inc. by an amendment to its articles of incorporation that was duly authorized and adopted by all requite corporate action, a copy of which is attached hereto as exhibit a ; on january 25, 2016, nipro consumer healthcare, inc. changed its corporate name to trividia manufacturing solutions, inc. by an amendment to its articles of incorporation that was duly authorized and adopted by all requite corporate action, a copy of which is attached hereto as exhibit a ; 2. the signature under the name โ nipro consumer healthcare, inc. โ on that certain amendment no. 1 to license and distribution agreement dated february 1, 2016 by and among licensor and licensee ( the โ amendment โ ) amending and extending the term of that certain license and distribution agreement effective october 4, 2010 by and among licensor and licensee ( the โ agreement โ ) constitutes the duly authorized, valid signature of the amendment on behalf of the licensor ; 2. 2. the signature under the name โ nipro consumer healthcare, inc. โ on that certain amendment no. 1 to license and distribution agreement dated february 1, 2016 by and among licensor and licensee ( the โ amendment โ ) amending and extending the term of that certain license and distribution agreement effective october 4, 2010 by and among licensor and licensee ( the โ | 595 |
license-agreements | exhibit 10. 2 _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ technical know - how license agreement _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ between fulgent genetics, inc. and fujian fulgent gene biotech co., ltd. no. : fulgent201611 - 9 date : april 25, 2017 this technical know - how license agreement ( hereinafter referred to as โ this agreement โ ) is concluded by the following parties in shenzhen, the people โ s republic of china ( hereinafter โ prc โ ) on april 25, 2017 : party a : fulgent genetics, inc. ( hereinafter referred to as โ party a โ or โ licensor โ ) add. : 4978 santa anita ave. temple city, ca, 91780 authorized representative : ming hsieh party b : fujian fulgent gene biotech co., ltd. ( hereinafter referred to as โ party b โ or โ licensee โ ) add. : 4f01b, plant 10 #, zone c, 9 maoling road, xindian town, jin โ an district, fuzhou city, fujian province legal representative : wei xianshu party a and party b are hereinafter referred to as โ parties โ jointly or โ a party โ individually. whereas, 1. party a is the clia and cap certified clinical molecular diagnostic gene testing service organization, with independent research and development of bio - information analysis technology, genetic database, top technical equipment and years of genetic information interpretation experience, providing the world's users with most comprehensive high precision genetic testing services. party b intends to carry out clinical molecular diagnostic genetic testing business in prc ( excluding hong kong, macao and taiwan regions ). 1. 1. party a is the clia and cap certified clinical molecular diagnostic gene testing service organization, with independent research and development of bio - information analysis technology, genetic database, top technical equipment and years of genetic information interpretation experience, providing the world's users with most comprehensive high precision genetic testing services. party b intends to carry out clinical molecular diagnostic genetic testing | 596 |
license-agreements | exhibit 10. 31 license, development and commercialization agreement between echo therapeutics, inc. and medical technologies innovation asia, ltd. license, development and commercialization agreement between echo therapeutics, inc. and medical technologies innovation asia, ltd. - 1 - - 1 - - 1 - table of contents 1. definitions. 1. 1. 1. 1 defined terms 1. 1 1. 1 2. development project. 2. 2. 2. 1 commencement of the project 2. 1 2. 1 2. 2 amendments to the work plan 2. 2 2. 2 2. 3 transfer of echo materials and echo know - how 2. 3 2. 3 2. 4 performance by mtia 2. 4 2. 4 2. 5 disclosure of results 2. 5 2. 5 2. 6 reports 2. 6 2. 6 2. 7 storage and maintenance of data 2. 7 2. 7 2. 8 mtia contractors 2. 8 2. 8 3. joint steering committee. 3. 3. 3. 1 joint steering committee 3. 1 3. 1 3. 2 subcommittee. 3. 2 3. 2 3. 3 responsibilities of the joint steering committee 3. 3 3. 3 3. 4 restrictions on the jsc 3. 4 3. 4 4. clinical trials and regulatory submissions 4. 4. 4. 1 conduct of clinical trials 4. 1 4. 1 4. 2 ownership of clinical trial data 4. 2 4. 2 4. 3 access and exchange of information and data 4. 3 4. 3 4. 4 regulatory submissions 4. 4 4. 4 4. 5 meetings and correspondence with regulatory authorities 4. 5 4. 5 5. manufacture, supply and commercialization of product. 5. 5. 5. 1 manufacture of product 5. 1 5. 1 5. 4 joint commercialization committee 5. 4 5. 4 5. 5 role and responsibilities of the joint commercialization committee 5. 5 5. 5 5. 6 development and commercialization costs 5. 6 5. 6 6. regulatory matters. 6. 6. 6. 1 inspections, audits 6. 1 6. 1 6. 2 communications with regulatory authorities 6. 2 6. 2 6. 3 medical device reporting events. 6. 3 6. 3 6. 4 medical inquiries 6. 4 6. 4 6. 5 product complaints 6. 5 6. 5 6. 6 recalls. 6. 6 6. 6 6. 7 regulatory inspections ; inquiries. | 597 |
license-agreements | exhibit 10. 01 sonic franchising llc number 7. 1 license agreementby and between sonic franchising llc, licensor, and, licensee sonic drive - in of, located at,. dated :, 20. store no. exhibit 10. 01 sonic franchising llc number 7. 1 license agreementby and between sonic franchising llc, licensor, and, licensee sonic drive - in of, located at,. dated :, 20. store no. table of contents 1. definitions. 1 1. 01. affiliate. 1 1. 02. control. 1 1. 03. dma. 2 1. 04. gross sales. 2 1. 05. license. 2 1. 06. msa. 2 1. 07. non - traditional locations. 2 1. 08. person. 2 1. 09. proprietary marks. 2 1. 10. protected area. 2 1. 11. sonic restaurant 3 1. 12. sonic system 3 2. license grant. 3 2. 01. location. 3 2. 02. trade radius. 3 2. 03. licensee. 4 2. 04. use of sonic โ s marks. 4 2. 05. site selection. 4 2. 06. relocation. 4 2. 07. rights reserved to sonic. 4 3. term. 5 3. 01. initial term. 5 3. 02. opening of restaurant. 5 3. 03. option. 5 4. duties of sonic. 6 4. 01. plans. 6 4. 02. operations manual. 6 4. 03. marketing assistance. 6 4. 04. communication. 6 4. 05. evaluation program. 6 5. fees. 6 5. 01. license fee. 6 5. 02. royalty fees. 7 5. 03. brand fee. 7 5. 04. transfer fee. 7 5. 05. late payments. 7 5. 06. taxes 8 5. 07. technology fee 8 6. duties of licensee. 8 6. 01. sonic restaurant site. 8 6. 02. construction and opening. 9 6. 03. equipment and sign. 9 6. 04. training. 10 6. 05. compliance with entire system. 10 6. 06. approved suppliers and advertising agencies. 13 6. 07. best efforts. 13 6. 08. interference with employment relations of others. 13 6. 09. sonic โ s standards. 14 7. 1 lic ag form | 598 |
license-agreements | exhibit 10. 4 form of index license agreement by and between solactive ag guiollettstr. 54 60325 frankfurt am main - hereinafter referred to as โ solactive โ - and wgc usa asset management company, llc 685 third avenue, suite 2702 new york, ny 10075 - hereinafter referred to as โ licensee โ - jointly referred to hereinafter as โ parties โ - content ยง 1 index calculation 3 ยง 2 dissemination of indices 4 ยง 3 rights in indices and index prices 4 ยง 4 obligations of parties regarding calculated indices 5 ยง 5 issuer โ s statement 5 ยง 6 trade mark rights 6 ยง 7 obligations of solactive 7 ยง 8 limitation of liability 7 ยง 9 remuneration 8 ยง 10 taxes 10 ยง 11 term of agreement 10 ยง 12 termination of agreement 11 ยง 13 transfer of solactive โ rights and obligations to a third party 11 ยง 14 transfer of duties to third parties 12 ยง 15 confidentiality 12 ยง 16 contact 13 ยง 17 final provisions 14 addendum 1 order schedule 16 addendum 2 cusip 17 addendum 3 sedol 19 ยง 1 index calculation 3 ยง 1 index calculation ยง 2 dissemination of indices 4 ยง 2 dissemination of indices ยง 3 rights in indices and index prices 4 ยง 3 rights in indices and index prices ยง 4 obligations of parties regarding calculated indices 5 ยง 4 obligations of parties regarding calculated indices ยง 5 issuer โ s statement 5 ยง 5 issuer โ s statement ยง 6 trade mark rights 6 ยง 6 trade mark rights ยง 7 obligations of solactive 7 ยง 7 obligations of solactive ยง 8 limitation of liability 7 ยง 8 limitation of liability ยง 9 remuneration 8 ยง 9 remuneration ยง 10 taxes 10 ยง 10 taxes ยง 11 term of agreement 10 ยง 11 term of agreement ยง 12 termination of agreement 11 ยง 12 termination of agreement ยง 13 transfer of solactive โ rights and obligations to a third party 11 ยง 13 transfer of solactive โ rights and obligations to a third party ยง 14 transfer of duties to third parties 12 ยง 14 transfer of duties to third parties ยง 15 confidentiality 12 ยง 15 confidentiality ยง 16 contact 13 ยง 16 contact ยง 17 final provisions 14 ยง 17 final provisions addendum 1 order schedule 16 addendum 1 order schedule addendum 2 cusip 17 addendum 2 cusip addendum 3 sedol 19 addendum 3 sedol ยง 1 index calculation ; license grant 1. subject to | 599 |