Computer Programs and Software. Buyer shall receive free of charge a non-exclusive and personal license to: a) use the software with the Buyer’s products, b) adapt the software to its needs. It is hereby stated that the control software system is owned by Seller and may be used by Buyer from the beginning of the license agreement until its expiration.
Computer Programs and Software. Barracuda (including Server) and Trend Micro (including Server).
Computer Programs and Software. All material computer programs and software currently being used in the business of the Company (the "Software") are owned by the Company or held under valid license agreements. The Company has not licensed anyone to use any of the Software owned by it (except for non-exclusive licenses granted in the ordinary course of business and except as set forth in the Disclosure Schedule) nor does the Company have knowledge of any infringing use of such owned Software or written claim of infringing use. The Software is sufficient, in all material respects, for the conduct of the business of the Company as now operated.
Computer Programs and Software. The parties agree that any and all computer programs and software and related information, including but not limited to reporting packages, system formats and other system information and user documentation, developed by a party shall remain the property of the party which developed it and the other party will not use such programs, software, and related information, or disclose it to any third party, at any time during or after the term of this Agreement, without the express written consent of the party which developed it. Upon termination of this Agreement, all such programs, software and related information, along with systems, manuals, procedures and equipment provided by one party to the other, shall be returned immediately to the party which provided it.
Computer Programs and Software. 4.14.1 Exhibit 4.14.1 contains a true, correct and complete list of -------------- all computer hardware ("Hardware") and software (including Proprietary Software) ("Software," and collectively with the Hardware, the "System") used in the conduct of the Business of the Company. Except as set forth on Exhibit 4.14.1, -------------- the System and every severable component thereof performs in accordance with its applicable documentation, if any, and is free of material defects in programming and operation. The Company has delivered (or made available) to Equifax complete and accurate copies of all user and technical documentation related to the System which are in their possession.
4.14.2 No employee of the Company is, or is now expected to be, in default under any term of any employment contract, agreement or arrangement relating to the Proprietary Software or any noncompetition arrangement, or any other contract or any restrictive covenant relating to the Proprietary Software or its development or exploitation. Except for the commercial computer software applications, the Proprietary Software (and all prior versions, modifications, and releases thereof) was developed by employees, consultants and independent contractors of the Company (the "Developers"), and such Proprietary Software does not include any intellectual property of any previous employer of such Developer, except for commonly used types of commercial computer software applications. The Company has provided (or made available) to Purchaser all employment contracts, independent contractor agreements, invention assignment agreements, noncompete agreements and confidentiality agreements between the Company, any affiliate of the Company, and/or any predecessor in interest of the Company, on the one hand, and each Developer, on the other hand, (collectively, the "Developer Agreements"). The Company has validly and effectively obtained the right and license to use, copy, modify and distribute the commercial computer software applications contained in the Proprietary Software from any and all parties holding rights in such third-party programming and materials (the "Licensors"). All right, title and interest in and to the Proprietary Software is owned (free and clear of all liens, claims, charges of any Developer, Licensor and/or third party) by the Company. Notwithstanding any failure to obtain fully executed Developer Agreements from any Developer, the Company's development, use, licensing, sublicen...
Computer Programs and Software. The technology consisting of computer programs and software used by each Member, and any and all present and prior versions, new releases and derivative products related thereto or resulting therefrom (the "Software") (i) are licensed by such Member under valid License agreements, (ii) constitute original works for hire compiled or prepared by employees of such Member within the scope of their employment, the right, title and interest (including copyright to such Software) being vested in such Member or (iii) are works prepared or performed by consultants to such Member and all right, title and interest in and to such Software having been transferred and been vested in such Member with no royalties or other payments due in respect thereof. Each Member has all documentation necessary to enforce their respective rights in the Software.
Computer Programs and Software. (a) For purposes of this Agreement, “Software” means (i) any and all computer programs owned or licensed by Seller and used in the operation of the PPS Business, consisting of sets of statements or instructions to be used directly or indirectly in computer software and firmware, including, without limitation all versions thereof, all screen displays and designs therefor, and all component modules of source code or object code or natural language code therefor, and whether recorded on paper, magnetic media or other electronic or non-electronic device, (ii) all descriptions, flow-charts and other work product used to design, plan, organize and develop any of the foregoing, and (iii) all documentation, including without limitation user manuals and training materials, relating to any of the foregoing.
Computer Programs and Software. 12 Section 7.19 Absence of Certain Acts or Events.........................13 Section 7.20
Computer Programs and Software. Sellers have no knowledge of any infringing use of the Software or claim of infringing use. Schedule 7.18 sets forth a complete list of all agreements or arrangements relating to the use of the Software and any assets of either Seller in connection therewith. Consummation of the transactions contemplated hereby will not result in an impairment of the legal rights of Sellers with respect to the Software. The Software constitutes all computer software necessary to conduct the Sellers' Business.
Computer Programs and Software. To the extent Seller has any computer programs or software which is used primarily with the Purchased Assets and can be legally assigned to Seller, Seller shall assign all of its right, title and interest in such programs and software to Buyer at Closing.
