Common use of Confidentiality of the Licensed IP Clause in Contracts

Confidentiality of the Licensed IP. In addition to the obligations set forth in Section 9.1 and Section 2.4(c), Purchaser and its Subsidiary Sublicensees shall comply with the obligations set forth in this Section 9.5 with respect to the Alipay-Exclusive Software and Alipay-Related Software. Purchaser and the Subsidiary Sublicensees shall take reasonable steps, during the Term with respect to Alipay-Exclusive Software, and both during and after the Term with respect to Alipay-Related Software, to ensure that no unauthorized copy, in whole or in part, of the Alipay-Exclusive Software or Alipay-Related Software will be made available to any third Person. Purchaser and the Subsidiary Sublicensees shall use the Alipay-Exclusive Software and Alipay-Related Software disclosed to each of them hereunder under carefully controlled conditions, shall distribute such Alipay-Exclusive Software and Alipay-Related Software only to each of its respective employees with a need to have access thereto, and solely to the extent necessary to exercise their license or sublicense rights set forth in this Amended IPLA, and Purchaser and each Subsidiary Sublicensee shall observe, at a minimum, the same level of security, copy restrictions and non-disclosure as it exercises with respect to confidential Alipay-Exclusive Software and Alipay-Related Software and related documentation for each of their own products, which in no event shall be less than a reasonable degree of care. Purchaser shall be fully responsible for the conduct of its employees, agents, representatives, Subsidiary Sublicensees and Permitted Subcontractors who may in any way breach this Amended IPLA, and Purchaser shall immediately notify Alibaba of any known breach of this Amended IPLA including any act or omission by any Purchaser Affiliate that, if committed by Purchaser, would constitute a breach of this Amended IPLA.

Appears in 3 contracts

Samples: Intellectual Property License Agreement (Alibaba Group Holding LTD), Intellectual Property License Agreement (Alibaba Group Holding LTD), Intellectual Property License and Software Technology Services Agreement (Alibaba Group Holding LTD)

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Confidentiality of the Licensed IP. In addition to the obligations set forth in Section 9.1 9.3 and Section 2.4(c), Purchaser and its Subsidiary Sublicensees Opco shall comply with the obligations set forth in this Section 9.5 with respect to the AlipayOpco-Exclusive Software and AlipayOpco-Related Software. Purchaser Opco and the Subsidiary Sublicensees shall take reasonable steps, during the Term with respect to AlipayOpco-Exclusive Software, and both during and after the Term with respect to AlipayOpco-Related Software, to ensure that no unauthorized copy, in whole or in part, of the AlipayOpco-Exclusive Software or AlipayOpco-Related Software will be made available to any third Person. Purchaser Opco and the Subsidiary Sublicensees shall use the AlipayOpco-Exclusive Software and AlipayOpco-Related Software disclosed to each of them hereunder under carefully controlled conditions, shall distribute such AlipayOpco-Exclusive Software and AlipayOpco-Related Software only to each of its respective employees with a need to have access thereto, and solely to the extent necessary to exercise their license or sublicense rights set forth in this Amended IPLAAgreement, and Purchaser Opco and each Subsidiary Sublicensee shall observe, at a minimum, the same level of security, copy restrictions and non-disclosure as it exercises with respect to confidential AlipayOpco-Exclusive Software and AlipayOpco-Related Software and related documentation for each of their own products, which in no event shall be less than a reasonable degree of care. Purchaser Opco shall be fully responsible for the conduct of its employees, agents, representatives, Subsidiary Sublicensees and Permitted Subcontractors who may in any way breach this Amended IPLAAgreement, and Purchaser Opco shall immediately notify Alibaba of any known breach of this Amended IPLA Agreement including any act or omission by any Purchaser Opco Affiliate that, if committed by PurchaserOpco, would constitute a breach of this Amended IPLAAgreement.

Appears in 1 contract

Samples: Intellectual Property License and Software Technology Services Agreement (Alibaba Group Holding LTD)

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