Licensed rights refer to the permissions granted by the owner of intellectual property or other proprietary assets to a licensee, allowing them to use, reproduce, or otherwise exploit those assets under specific terms and conditions. These clauses outline the scope, duration, and any restrictions or limitations associated with the granted rights, ensuring both parties have clear expectations regarding the authorized use of the licensed material.
GMH will not authorize the use of the Licensed Rights on any third-party absorbent spill clean-up materials during the Term.
GMH grants to Licensee the exclusive right to use the Licensed Rights solely in connection with the design, manufacture, advertising, sale, and distribution of Licensed Products within the Licensed Territory during the License Term or any Renewal Terms (the “License”).
Exclusivity: The “exclusive right” granted under the License shall mean that, during the period of exclusivity, GMH shall not authorize the use of the Licensed Rights on or in connection with any third-party Products. The period of exclusivity shall commence on the Effective Date and continue for the Term of this Agreement. Subject to the foregoing, Licensee acknowledges that GMH retains the right to exercise all other rights in and to the Licensed Rights, including licensing the Licensed Rights to third parties to sell, market, and distribute any products other than the Products.
Any copyright, trademark, or other proprietary rights owned by Licensee and heretofore used by it or created independently by Licensee for use in connection with the Licensed Products and do not incorporate the Licensed Rights or any modification or derivative of the Licensed Rights (the “Licensee Marks”) shall continue to be owned by Licensee and shall not become the property of GMH. All use by Licensee of the Licensee Marks shall inure to the benefit of Licensee.
Licensee uses the Licensed Rights outside of the Licensed Products as permitted herein, sublicenses the Licensed Rights without GMH’s express written permission, impliedly or expressly grants any permissions, rights or interests related to use of the Licensed Rights to any third party, or otherwise infringes GMH’s rights in the Licensed Rights.
Licensee will not use the Licensed Rights in any manner which would disparage or tarnish or dilute the distinctive quality of the Licensed Rights or the reputation and goodwill embodied in the Licensed Rights or which would reflect adversely on the Licensed Rights or GMH, or any of GMH’s products or services. Licensee will not use the Licensed Rights in any way that is not authorized and approved in advance by GMH as set forth in this Agreement. The Licensed Rights will not feature content that is obscene, pornographic and/or unlawful; content that includes, promotes, encourages, and/or incites any unlawful activity; content which is defamatory to any group or individual; content that includes, promotes, encourages, and/or incites illegal substances, products, services, or activities, violence, hate speech, or discrimination.
Tender to University of Third Party Actions. In the event of Third Party legal action challenging the validity or enforceability of any of the Licensed Rights, Company shall have the first right to assume and control the defense of the such Licensed Rights at Company’s expense. If Company fails to take action defending such Licensed Rights, to University’s reasonable satisfaction, within sixty (60) days of first becoming aware of said challenge or at any time thereafter fails to defend such Licensed Rights to University’s reasonable satisfaction, University shall have the right to assume and control the sole defense of the claim at University’s expense. Company shall not settle any suits or actions in any manner relating to the Licensed Rights without obtaining the prior written consent of University.
Enforceability of Licensed Rights. Notwithstanding challenge by any Third Party, any Licensed Right will be enforceable under this Agreement until such Licensed Right is determined to be invalid.
“Licensed Rights” means all available intellectual property of Video Game and Digital Series, which shall include, without limitation, all relevant copyrights, trademarks, trade dress, logos, names, likenesses, signatures, artwork, primary and special paint schemes, vehicle designs, visual representations, helmets, uniforms, photographs and accessories and all other paraphernalia associated therewith, as provided or permitted by NTP Licensors(e.g., NASCAR and/or NASCAR Teams) and each of their sponsors. This definition shall be amended during the Term (either by way of addition to or removal from the then-current rights grant to NTP’s Video Game and Digital Series) by agreement of the parties except as imposed upon NTP by NTP Licensors. For additional clarity, the Licensed Rights shall include the NASCAR bar logo, NASCAR word mark, and NASCAR Heat logo and word mark used as a primary brand of the Licensed Product (e.g., “NASCAR Heat,” “NASCAR Heat Mobile,” and “NASCAR Heat 2”), and the tagline, “Officially Licensed by NASCAR.”
Licensed Rights. Subject to the terms and conditions set forth in this Agreement, effective from the Closing Date (without any further action by either Party), Licensor hereby grants to Licensee and its Affiliates (and shall cause its Affiliates to grant to Licensee by signing a joinder hereto) a worldwide, perpetual, irrevocable (subject to the terms of Article 7), royalty-bearing (subject to the limits of Sections 3.1 and 3.2), sub-licensable (subject to Section 2.6) license, under and to the Licensed Rights to develop, modify, make, have made, use, market, offer for sale, sell, lease, export, import, transfer, research, design, and distribute, and provide services relating to, Vehicles and any parts or structural or functional components or systems related to any Vehicle.
For purposes of this Agreement, "Licensed Rights" shall be defined as the Patent Rights and the Technology Rights. The Patent Rights shall be defined as the patents, patent applications and any subsequently issued patents for antineoplastons (“Antineoplastons”) and any testing procedures for Antineoplastons to be set forth on Schedule A hereto as amended from time to time, including any divisions, continuations and continuations-in-part as well as any reexaminations, re-issues, inter partes review of these patent applications and patents issued thereof within the United States and Canada (“Territory”). The Technology Rights shall be defined as the know-how relating to the manufacture, use, sale, and distribution of Antineoplastons and any testing procedures for Antineoplastons within the Territory.
Dr. Burzynski hereby grants to the Company a fully paid-up, exclusive license under the Licensed Rights to make, have made, use, sell, offer for sale, and distribute or otherwise exploit the Licensed Products and Services within the Territory. The Company may grant sublicenses to others worldwide but only to the extent that such sublicense directly supports Company’s activities within the Territory under the Licensed Rights and to exploit the Licensed Products and Services.
Licensed rights refer to the permissions granted by the owner of certain rights, usually intellectual property (IP) such as copyrights, trademarks, patents, or other exclusive rights, to another party. These permissions allow the licensee to use, reproduce, distribute, or otherwise engage with the protected material in specific ways, defined by the terms of the licensing agreement.
You should consider obtaining licensed rights under circumstances such as:
Using Someone Else’s Intellectual Property: If you want to use copyrighted works, patented technologies, or trademarks that you do not own, acquiring licensed rights is typically necessary to legally use this IP.
Commercializing New Products: When launching products that utilize third-party technology or branding, you will need the appropriate licenses to avoid infringement.
Developing Partnerships: When collaborating with other entities, licensed rights can clarify how each partner can use shared intellectual property.
Drafting a licensed rights agreement involves defining the scope, terms, and conditions clearly. Here are some important elements to include:
Grant of Rights: Clearly state what rights are being licensed and the extent of those rights (e.g., whether they are exclusive or non-exclusive).
License Scope: Define the geographical area, duration, and any limitations on usage.
Compensation: Specify how the licensor will be compensated, such as through royalties or upfront fees.
Termination Conditions: Outline the circumstances under which the agreement may be terminated.
Indemnification: Address how legal liabilities and infringements are handled.
Example:
LICENSE GRANT: Licensor hereby grants to Licensee a non-exclusive, worldwide license to use and sublicense the Licensed Material solely for personal, non-commercial use.
Licensed rights are commonly found in various types of contracts, including:
License Agreements: Specifically focused on granting licensed rights for intellectual property.
Franchise Agreements: Allowing franchisees to use branding and business models of the franchisor.
Software Licenses: Governing the use and distribution of software applications.
Distribution Agreements: Permitting the distribution of products containing licensed IP.
Publishing Agreements: Allowing publishers to distribute and sell works authored by others.
Try our AI contract analysis and extract important clauses and information from existing contracts.
< <
Dive deeper into the world of clauses and learn more about these other clauses that are used in real contracts.
A lien waiver is a legal document that, once signed, relinquishes a party's right to file a lien against a property for unpaid work or materials. It serves to protect property owners from potential claims and disputes related to construction or renovation projects.
A "Limitations of Liability" clause specifies the extent to which a party is responsible for damages or losses in a contract, often capping the maximum liability or excluding certain types of damages like incidental or consequential damages. This clause aims to protect parties from extensive financial exposure and provides clarity on the risks involved in the contractual agreement.
A liquidity covenant is a financial stipulation included in loan agreements requiring the borrower to maintain a specified minimum level of liquid assets or cash flow to ensure they can meet their short-term obligations. Non-compliance with this covenant can lead to penalties, increased interest rates, or even the loan being called in by the lender.
Fill out the form and we will get in touch with you to give you a personal, customized demo of fynk.
Greetings!
I'm Markus, co-founder of fynk. After you've submitted the form, I'll swiftly get in touch with you.
Also, right after you submit your details, you can pick a time that works best for you for our meeting.
