The "Grant of Rights" clause specifies the permissions and entitlements that one party extends to another regarding the use of intellectual property or certain assets. It delineates the scope, duration, and limitations of these rights, ensuring both parties clearly understand how and to what extent the granted rights can be exercised.
2. Grant of Rights. 2.1. Grant of Rights to Licensee During the Term. 2.1.1. Exclusive Grant of Rights in Platform. Subject to the terms and conditions of this Agreement, including Section 2.1.3 (Limitation on Exclusivity), Licensor, under its Intellectual Property Rights, hereby grants to Licensee during the Term, an exclusive, transferrable (subject to Section 20.11 (Assignment; Successors)), sublicensable (subject to Section 2.1.4 (Limitation on Sublicenses)), world-wide, perpetual, license to access and use the Platform in its form as of the Effective Date for Licensee’s business purposes.
2.1.2. Non-Exclusive Grant of Rights in Documentation. Subject to the terms and conditions of this Agreement, Licensor, under its Intellectual Property Rights, hereby grants to Licensee during the Term, a non-exclusive, transferrable, sublicensable, royalty-free license to copy, access, and use the Documentation as necessary for Licensee to exercise its rights pursuant to this Section 2.1 (Grant of Rights to Licensee during the Term).
2.3. Grant of Rights to Licensor. 2.3.1. Grant of Rights in Licensee Data. Subject to the terms and conditions of this Agreement, Licensee, under its Intellectual Property Rights, hereby grants to Licensor during the Term a limited, non-exclusive, non-transferable, sublicensable license to access, copy, and modify Licensee Data, but solely for the purpose of Licensor fulfilling its obligations to Licensee under this Agreement.
2.2. Grant of Rights to Licensee Upon a Use Release Event. 2.2.1. Right to Escrow Material. Upon a Use Release Event, subject to the terms and conditions of this Agreement, Licensee shall have during the Term a limited, non-transferrable license to install, copy, modify, display, distribute, perform, access, execute, and use the Escrow Materials in order to update, maintain, and otherwise use the Platform within the Field of Use. 2.2.2. Right to Make Licensee Improvements. Upon a Use Release Event, Licensee shall have the right to make and exploit Licensee Improvements to the Platform; provided, however, that Licensee’s use and exploitation of Licensee Improvements are limited to the Field of Use. By way of clarification, and not limitation, Licensee agrees that it shall have no right under this Agreement to make Licensee Improvements prior to a Use Release Event. If Licensee desires Improvements to the Platform prior to a Use Release Event, then Licensee shall present a written request to Licensor regarding the same,
4.7 No payment for grant of Rights or issue of Shares A Participant is not required to pay for the grant of any Rights or the issue of Shares on Vesting.
The Company is not responsible for any duties or taxes which may become payable in connection with the grant of Rights, the issue and allotment of Shares after Vesting or any other dealing with Rights or Shares (including, but not limited to, as a result of a transaction contemplated by rules 4.5(e) or 8.4).
The Plan involves the grant of Rights to Eligible Participants on the terms in this document.
4. Grant of Rights. 4.1 Board to make grant (a) The Board may, from time to time, in its discretion make offers to Eligible Employees for a grant of Rights upon the terms of the Plan and such additional terms and conditions (including any Conditions, Disposal Restrictions or terms of expiry) as the Board determines. (b) The Board will determine the procedure for the offering and granting of Rights, including the form and content of any offer, grant or acceptance procedure. (c) Notwithstanding rule 4.1(a) the Board may decide to reject an acceptance of an offer for Rights where an Eligible Employee does not satisfy any relevant Conditions determined by the Board at the time of receipt of an Acceptance Form for a grant of Rights. (d)Unless the Board determines otherwise, no payment is required for the grant of Rights. (e) Rights may be granted to an Eligible Employee by a Group Company as an element of pre-tax remuneration of that Eligible Employee not subject to Conditions. (f) Unless the Board determines otherwise, no offer for a grant of Rights may be made if the offer or grant does not comply with ASIC Class Order 14/1000, any subsequent or replacement class order or other relief in respect of employee incentive schemes or any specific relief granted by ASIC to the Company in respect of the Plan.
3. Grant of Rights Subject to Plan. Unless the Grantee is a party to a separate, written and executed agreement with the Company providing otherwise, the provisions of the Plan shall apply to this grant of Rights and are incorporated herein by reference as if fully set forth herein. The Grantee acknowledges that he or she has received a full copy of the Plan and acknowledges and agrees to each of the provisions of the Plan. This Grant Letter is furthermore subject to, and the Grantee agrees to be bound by, all of the terms and conditions of the Plan, as the same shall have been amended from time to time in accordance with the terms thereof. Pursuant to the Plan, the Board is vested with final authority to interpret and construe the Plan, the Summary of Terms and this Grant Letter, and is authorized to adopt rules and regulations for carrying out the Plan.
2.1. Grant of Rights. Subject to the terms and conditions of this Agreement, Licensor hereby grants to Licensee an exclusive, royalty-bearing right and license, in the Field in the Territory, including the right to grant sublicenses, to make, have made, use, develop, commercialize, offer for sale, have sold, and import Licensed Products.
A Grant of Rights is a legal provision typically found within contracts, in which one party (the grantor) provides another party (the grantee) specific rights or permissions over certain intellectual property or resources. These rights can vary in scope and duration and usually include permissions such as the right to use, reproduce, distribute, or perform a piece of work or asset.
Grant of Rights clauses are essential for delineating the extent of control and usage permitted for the intellectual property, ensuring that all parties understand their rights and obligations.
You should include a Grant of Rights clause whenever there’s a need to clearly define permissions related to the use of intellectual property. Scenarios include:
When writing a Grant of Rights clause, consider the following elements:
Define the Grantor and Grantee: Clearly specify who is granting the rights and who is receiving them.
“The Licensor hereby grants to the Licensee…”
Specify the Rights Granted: Detail what specific rights are being transferred or shared.
“…the non-exclusive right to use and distribute the Licensed Material…”
Scope of Use: Clarify any limitations on how the rights can be used, such as geographic limits or mediums.
“…within the United States and on digital platforms only…”
Duration of the Grant: State the time period for which the rights are granted.
“…for a period of five years commencing from the effective date of this agreement…”
Revocation or Termination Conditions: Include conditions under which rights can be revoked.
“…may be terminated upon thirty days’ notice if…”
Contracts that commonly include a Grant of Rights clause encompass a wide range of industries and purposes, including but not limited to:
Publishing Agreements: Granting rights to publish and distribute works.
License Agreements: Covering software, patents, trademarks, and other intellectual properties.
Production and Distribution Agreements: Used in the film, television, and music industries.
Sponsorship Agreements: Where rights are given to use brands or trademarks in marketing materials.
These contracts ensure that all parties have a clear understanding of the extent and limitations of the use of intellectual property, preventing future disputes related to unauthorized use or exploitation.
Try our AI contract analysis and extract important clauses and information from existing contracts.
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Dive deeper into the world of clauses and learn more about these other clauses that are used in real contracts.
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A holdover clause in a contract specifies the conditions and obligations of the parties if a tenant or lessee continues to occupy the property beyond the expiration of the lease term. It typically outlines the changes in rental terms, such as an increase in rent, and the landlord's rights and remedies during the holdover period.
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