Copying, and Reverse Engineering Sample Clauses

Copying, and Reverse Engineering. (a) Merck shall not disclose, broker, (sub)license or otherwise grant rights in or to, or provide access to, or sell, assign, or transfer DeltaBase or any portion thereof (including any information or data from DeltaBase) or any interest therein to any Third Party. Merck shall not knowingly authorize, permit or enable any unauthorized use, access, copying, alteration or installation of DeltaBase or any portion thereof. Merck shall not knowingly authorize, permit or enable any Third Party to extract or access data or information from DeltaBase. Merck shall not, and shall not knowingly authorize, permit or enable any Third Party to disassemble, reverse engineer, decompile, reproduce, publicly display, adapt, modify, prepare or produce derivative works based upon, or distribute copies (in whatever form, whether tangible or intangible, by any means whatsoever whether now known or hereafter invented) of the DeltaBase or its components, either in whole or part. (b) Merck may, however, in accordance with the license granted in Section 2.1 and the other terms and conditions of this Agreement, [ * ] which were not created and generated in compliance with the terms and conditions of this Agreement. Deltagen shall have no obligation to support any [ * ]. (c) Notwithstanding anything to the contrary in this Agreement, the right of Merck to prepare [ * ] under this Section 2.3.3 shall not diminish or otherwise impair any right, title or interest of Deltagen or any of its * Confidential portions of this document have been redacted and have been filed separately with the Commission. Affiliates in or to DeltaBase or in or to any Deltagen Intellectual Property. Merck shall own any such [ * ], subject to Deltagen’s or its Affiliates ownership of, and rights in or to, any Deltagen Intellectual Property. (d) Notwithstanding anything contained herein, however, Merck shall not (i) transfer DeltaBase (including any DeltaBase Information) or any compilations thereof or any Deltagen Intellectual Property (whether or not incorporated in any [ * ]) to any Person, or (ii) transfer, distribute, sell or license to any Person or otherwise commercialize DeltaBase (including any DeltaBase Information) or any compilations thereof or any Deltagen Intellectual Property (whether or not incorporated in any [ * ]), or any databases containing any of the foregoing, except (x) with respect to subsections (d)(i) and (d)(ii) of this Section, for [ * ] Merck Affiliates pursuant to [ * ] or [ * ] to ...
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Related to Copying, and Reverse Engineering

  • Reverse Engineering The Customer must not reverse assemble or reverse compile or directly or indirectly allow or cause a third party to reverse assemble or reverse compile the whole or any part of the software or any products supplied as a part of the Licensed System.

  • No Reverse Engineering You may not, and you agree not to or enable others to, copy (except as expressly permitted by this License or by the Usage Rules if they are applicable to you), decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify, or create derivative works of the Apple Software or any services provided by the Apple Software, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of open-sourced components included with the Apple Software).

  • Training and Professional Development 11.1 The Employer will develop and maintain an employee training and development plan and provide such plan to the Union upon request. Staff training is intended to provide an opportunity for classified staff employees for training sponsored by the University Training and Development and the UW Medical Centers Organizational Development and Training. Education/Professional Leave is intended to facilitate employee access to continuing education opportunities. Training and educational/professional leave may be used for the purpose of improving job performance, maintaining and increasing proficiency, preparing staff for greater responsibility, or increasing promotional opportunities within the framework of staff positions available at the University. 11.2 Any release time for training for employees accepted for such classes shall be in accordance with the Executive Order (currently No. 52) governing this matter. In the event that two or more employees request the same training period and supervision must limit the number of persons who may participate at one time due to work requirements, the selection will be made on a mutually agreeable basis within the department. 11.3 The training program is a proper subject for discussion by either departmental or University-wide Joint Union/Management Committees. 11.4 If the Employer requires an employee to receive training, reimbursement will be provided in accordance with the University travel rules. Employee attendance at Employer required training, either during or outside working hours, will be considered time worked and compensated in accordance with the provisions of this Agreement. 11.5 Employee attendance at training not required by the Employer and not covered by Executive Order 52, either on approved leave from or outside of working hours, will be voluntary and not considered time worked.

  • Professional Engineering and Architect’s Services Professional Engineering and Architect’s Services are not permitted to be provided under this Agreement. Texas statutes prohibit the procurement of Professional Engineering and Architect’s Services through a cooperative agreement.

  • Information Technology Enterprise Architecture Requirements If this Contract involves information technology-related products or services, the Contractor agrees that all such products or services are compatible with any of the technology standards found at xxxxx://xxx.xx.xxx/iot/2394.htm that are applicable, including the assistive technology standard. The State may terminate this Contract for default if the terms of this paragraph are breached.

  • Audit Cooperation In the event either Party is audited by a taxing authority, the other Party agrees to cooperate fully with the Party being audited in order to respond to any audit inquiries in a proper and timely manner so that the audit and/or any resulting controversy may be resolved expeditiously.

  • Training and Promotion a. The contractor will assist in locating, qualifying, and increasing the skills of minorities and women who are applicants for employment or current employees. Such efforts should be aimed at developing full journey level status employees in the type of trade or job classification involved. b. Consistent with the contractor's work force requirements and as permissible under Federal and State regulations, the contractor shall make full use of training programs, i.e., apprenticeship, and on-the-job training programs for the geographical area of contract performance. In the event a special provision for training is provided under this contract, this subparagraph will be superseded as indicated in the special provision. The contracting agency may reserve training positions for persons who receive welfare assistance in accordance with 23 U.S.C. 140(a). c. The contractor will advise employees and applicants for employment of available training programs and entrance requirements for each. d. The contractor will periodically review the training and promotion potential of employees who are minorities and women and will encourage eligible employees to apply for such training and promotion.

  • Monitoring and Review The Provider agrees to allow access to the Department for purposes of monitoring and review. This access includes but is not limited to client records, fiscal records, staffing records, policy and procedural manuals, facilities, staff, and children in care of the Department. The Department will conduct quality reviews, which may include site-based quality review visits.

  • Reporting and Monitoring Please provide a brief description of the mechanisms proposed for this project for reporting to the UNDP and partners, including a reporting schedule.

  • LIMITATIONS ON REVERSE ENGINEERING, DECOMPILATION AND DISASSEMBLY You may not reverse engineer, decompile, or disassemble the Software, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.

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