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REV: 03-25-24 LF <br />law. The surety supplying the Payment Bond shall be an “admitted surety insurer”, as defined in <br />Code of Civil Procedure § 995.120 and authorized to do business in the State of California. <br />3.9 Licensee shall have the right to use a direct deposit system with regard to License <br />Fee payments. Licensor agrees to cooperate with Licensee in providing requisite information to <br />Licensee for such direct deposit. The implementation of the direct deposit system shall be at <br />Licensee's expense. <br />4.ASSIGNMENT. <br />4.1 Licensee shall not assign this License in whole or in part without the prior express <br />written consent of the Licensor, which consent may be withheld in the Licensor’s sole discretion. <br />Notwithstanding the foregoing, Licensee may assign, transfer or sell (each, a “Transfer”) this <br />License and its other rights and obligations hereunder (including, without limitation its rights to <br />renew) to (a) any person or business entity which is an “Affiliate” of Licensee, or (b) any entity <br />acquiring all or substantially all of Licensee’s assets in the market as defined by the Federal <br />Communications Commission in which the Property is located, upon prior written notification to <br />Licensor. Licensee will not be relieved of any future performance, liabilities and obligations under <br />this License following a Transfer of this License to an Affiliate. For purposes of this subparagraph, <br />“Affiliate” shall mean person or entity that is under the ultimate control of Cellco Partnership, a <br />Delaware general partnership, dba Verizon Wireless. “Control” of a person or entity means the <br />power (directly or indirectly) to direct the management or policies of that person or entity, whether <br />through the ownership of voting securities, by contract, by agency or otherwise. <br />4.2 Licensee may not sublicense all or any portion of the Licensed Area or any of its <br />rights hereunder except with the prior written consent of Licensor, which consent may be withheld <br />in the Licensor’s sole discretion, and as they may be amended. Licensee must submit sublicense <br />requests to Licensor in writing together with a final execution copy of the sublicense agreement <br />and its appendices and exhibits with no redactions. Any sublicense that is entered into by Licensee <br />with the prior written consent of Licensor shall be subject to the provisions of this License and <br />shall be binding upon the successors, assigns, heirs and legal representatives of the respective <br />Parties hereto. As contemplated herein a sublicensee approved by Licensor pursuant to this Section <br />is known as an “Authorized Sublicensee.” Licensee acknowledges that Licensor may refuse to <br />consent to any proposed sublicense that involves the collocation of a third party’s facilities unless <br />Licensee and/or the proposed sublicensee agrees to pay to Licensor additional fees and the <br />proposed sublicensee agrees in writing to comply with all of the terms and conditions of the <br />License from and after the effective date of the consent to sublicense. Notwithstanding the <br />foregoing, Licensee shall have the right to sublicense all or any portion of the Licensed Area only <br />to an Affiliate of Licensee without Licensor’s prior consent, but upon notice to Licensor. In the <br />event that Licensee sublicenses all or any portion of the Licensed Area to an Affiliate of Licensee, <br />such Affiliate shall be subject to all of the terms and conditions of this License, including, without <br />limitation, Section 6, Improvements & Utilities, below. <br />4.3 Any unauthorized assignment or sublicense by Licensee shall be void and Licensor <br />shall have the right to terminate this License thereafter. <br />ATTY/AGR.2024.027/Verizon Wirelsss (License Agreement) (Page 6 of 46)