IMPORT, USE, SELL, LEASE OR
OTHERWISE DISPOSE OF COMPONENTS. NO OTHER, FURTHER OR DIFFERENT LICENSE IS
HEREBY GRANTED OR IMPLIED.
FOR PURPOSES OF THIS SECTION 6, A "SUCCESSOR" MEANS
ANY SUCCESSOR (BY PURCHASE, DIVESTITURE, MERGER OR OTHERWISE) TO ALL OR
SUBSTANTIALLY ALL OF QUALCOMM'S COMPONENTS BUSINESS.
6.2
RIGHT TO SUBLICENSE AFFILIATES.
IN ADDITION
TO SECTION 6.3, QUALCOMM AND THE SUCCESSOR SHALL HAVE THE RIGHT TO GRANT
SUBLICENSES ONLY TO AFFILIATES OF QUALCOMM OR THE SUCCESSOR, RESPECTIVELY, WITH
RESPECT TO ANY RIGHTS CONFERRED UPON QUALCOMM OR THE SUCCESSOR UNDER THIS
AGREEMENT; PROVIDED, HOWEVER, THAT WAY SUCH SUBLICENSE SHALL BE SUBJECT IN ALL
RESPECTS TO THE RESTRICTIONS, EXCEPTIONS, TERMINATION PROVISIONS, AND OTHER
PROVISIONS CONTAINED IN THIS AGREEMENT.
QUALCOMM (OR THE SUCCESSOR), IN
ADDITION TO ITS AFFILIATES, SHALL BE RESPONSIBLE AND LIABLE TO LICENSEE IN THE
EVENT THAT ANY OF ITS AFFILIATES FAILS UNDER ANY SUCH SUBLICENSE TO HONOR AND
COMPLY WITH ALL OBLIGATIONS OF QUALCOMM (OR THE SUCCESSOR) AS THOUGH SAID
OBLIGATIONS WERE MADE EXPRESSLY APPLICABLE TO THE AFFILIATE.
EXCEPT AS SET
FORTH ABOVE, QUALCOMM AND THE SUCCESSOR SHALL HAVE NO RIGHT TO SUBLICENSE ANY OF
LICENSEE'S INTELLECTUAL PROPERTY.
ANY SUBLICENSE BY QUALCOMM OR THE SUCCESSOR
TO AN AFFILIATE OF QUALCOMM OR THE SUCCESSOR SHALL TERMINATE IMMEDIATELY IF SUCH
AFFILIATE CEASES TO BE AN AFFILIATE OF QUALCOMM OR THE SUCCESSOR, AS THE CASE
MAY BE.
6.3
[***].
6.4
LICENSE OF FUTURE COMMERCIALLY NECESSARY
IPR.
EACH PARTY AGREES THAT, TO THE EXTENT IT MAKES LICENSES OF FUTURE
COMMERCIALLY NECESSARY IPR GENERALLY AVAILABLE TO THIRD PARTIES, IT WILL, IF
REQUESTED BY THE OTHER PARTY, OFFER SUCH LICENSES TO THE OTHER PARTY ON
COMMERCIALLY REASONABLE TERMS AND CONDITIONS.
6.5
LICENSEE REPRESENTATION AND WARRANTY.
LICENSEE HEREBY REPRESENTS AND WARRANTS THAT LICENSEE HAS THE AUTHORITY ON ITS
OWN BEHALF AND ON BEHALF OF LICENSEE'S AFFILIATES TO GRANT THE LICENSES AND
COVENANTS PROVIDED UNDER THIS SECTION 6.
7.
BEST EFFORTS TO MARKET AND SELL.
LICENSEE shall use its best efforts to market, promote and sell Subscriber Units
on a worldwide basis.
8.
MARKING; LABEL.
8.1
PATENT MARKINGS.
LICENSEE AGREES TO AFFIX
TO THE EXTERIOR OR THE INTERIOR OF THE TRANSCEIVER UNIT OF EACH SUBSCRIBER UNIT
AND THE PACKAGE CONTAINING SUCH SUBSCRIBER UNIT A LEGIBLE NOTICE READING:
"LICENSED BY QUALCOMM INCORPORATED UNDER ONE OR MORE OF THE FOLLOWING PATENTS,"
FOLLOWED BY A LIST OF APPLICABLE PATENT NUMBERS TAKEN FROM THE LIST OF
QUALCOMM'S PATENTS OR AS MAY OTHERWISE BE INSTRUCTED BY QUALCOMM.
8.2
LOGO.
ATTACHED HERETO AS EXHIBIT A IS THE
CDMA DESIGNATED LOGO (THE "LOGO").
THE PARTIES AGREE THAT QUALCOMM IS THE OWNER
OF THE LOGO.
QUALCOMM CLAIMS ALL COMMON LAW TRADEMARKS IN THE LOGO AND HAS
FILED, OR WILL FILE, APPLICATIONS TO OBTAIN TRADEMARK REGISTRATION FOR THE
LOGO.
IF, FOR WHATEVER REASON, REGISTRATIONS ARE NOT GRANTED OR USE OF THE LOGO
10
IS DEEMED BY QUALCOMM TO BE INADVISABLE, QUALCOMM SHALL HAVE THE RIGHT TO EITHER
DESIGNATE A NEW LOGO, SUBJECT TO LICENSEE'S APPROVAL, WHICH APPROVAL SHALL NOT
BE UNREASONABLY WITHHELD, OR TERMINATE LICENSEE'S RIGHT TO