Common use of Copyright License Clause in Contracts

Copyright License. Subject to School System’s performance of all the provisions of this Agreement, AVID Center hereby grants to School System during the Term a non-exclusive, non- transferable license, without the right to sublicense, to distribute, reproduce, and display the AVID Materials and the AVID Methodologies solely to implement AVID at the Member School Sites as listed in Attachment A, and for no other purpose. For each Member School Site listed in Attachment A, this license extends only to the AVID Materials and AVID Methodologies corresponding to the AVID Program Name(s) (e.g. Elementary, Secondary, etc.) listed for that AVID Member School Site. A. School System may distribute, reproduce, and display the AVID Materials only to appropriate staff and students of the AVID Member School Sites listed in Attachment A, for the sole purpose of implementing the specified AVID Programs at the AVID Member School Sites and for no other purpose. School System will not permit any of the AVID Materials or AVID Methodologies to be used by anyone other than the AVID Member School Sites. B. Further, School System will only distribute, display, photocopy, reproduce or otherwise duplicate, those AVID Materials and AVID Methodologies corresponding to the specific AVID Program(s) listed for each AVID Member School Site in Attachment A. (For example, if Attachment A specifies both the Elementary and Secondary AVID Programs at ABC School Site, but only specifies the Elementary AVID Program at XYZ School Site, School System will not distribute, display, photocopy, reproduce, duplicate, or otherwise make available the Secondary AVID Program Materials and Methodologies to XYZ School Site). C. School System and its individual school sites will not distribute, display, photocopy, reproduce or otherwise duplicate, all or any part of the AVID Materials or AVID Methodologies to anyone other than the AVID Member School Sites without AVID Center’s prior written consent. D. Should School System wish to make any of the AVID Materials or AVID Methodologies accessible to its AVID Member School Sites through the Internet, it will do so on a password-protected website, and it will ensure that only appropriate staff and students of the AVID Member School Sites are allowed access to the website. E. Should School System wish to make electronic versions of any of the AVID Materials or AVID Methodologies available for download by its AVID Member School Sites, it will ensure that only appropriate staff and students of the AVID Member School Sites are allowed access to those materials, and it will require that those staff and students agree not to distribute, reproduce, display, or transfer those materials to anyone other than appropriate staff and students of the AVID Member School Sites before downloading those materials. F. School System and its individual school sites shall not modify or otherwise alter the AVID Materials or AVID Methodologies in any way, or create or distribute any derivative works of the AVID Methodologies or the AVID Materials in any way. School System also agrees not to use or adopt the AVID Methodologies or AVID Materials with respect to any educational or other program except solely to implement AVID under the provisions of this Agreement. G. School System and its individual school sites acknowledge that they do not have the right to sell, sublicense, transfer, or lease any of the AVID Materials or AVID Methodologies to any person or entity.

Copyright License. Subject to School System’s Client's performance of all the provisions of this Agreement, AVID Center hereby grants to School System during the Term Client a non-exclusive, non- transferable license, without the right to sublicense, to distribute, reproduce, and display the AVID Materials and the AVID Methodologies solely to implement AVID at Elementary and/or AVID Secondary, or AVID for Higher Education as ordered on Quote(s), during the Member School Sites as period listed in Attachment Athe corresponding Exhibit, and for no other purpose. For each Member School Site listed in Attachment A, this license extends only to the AVID Materials and AVID Methodologies corresponding to the AVID Program Name(s) (e.g. Elementary, Secondary, etc.) listed for that AVID Member School Site. A. School System (a) Client may distribute, reproduce, and display the AVID Materials only to appropriate staff and students of the AVID Member School Sites listed in Attachment AQuote(s), for the sole purpose of implementing the specified AVID Programs service or product at the AVID Member School Sites and for no other purpose. School System Client will not permit any of the AVID Materials or AVID Methodologies to be used by anyone other than the AVID Member School Sites. B. (b) Further, School System Client will only distribute, display, photocopy, reproduce or otherwise duplicate, those AVID Materials and AVID Methodologies corresponding to the specific AVID Program(s) service or product listed for each AVID Member School Site in Attachment A. (Quote(s). [For example, if Attachment A Quote(s) specifies both the AVID Elementary and AVID Secondary AVID Programs membership at ABC School Site, but only specifies the AVID Elementary AVID Program membership at XYZ School Site, School System Client will not distribute, display, photocopy, reproduce, duplicate, or otherwise make available the AVID Secondary AVID Program Materials and Methodologies to XYZ School Site).] C. School System (c) Client and its individual school sites any AVID Member Sites will not distribute, display, photocopy, reproduce or otherwise duplicate, all or any part of the AVID Materials or AVID Methodologies to anyone other than the AVID Member School Sites without AVID Center’s 's prior written consent. D. (d) Should School System Client wish to make any of the AVID Materials or AVID Methodologies accessible to its AVID Member School Sites through the Internet, it will do so on a password-password- protected website, and it will ensure that only appropriate staff and students of the AVID Member School Sites are allowed access to the website. E. (e) Should School System Client wish to make electronic versions of any of the AVID Materials or AVID Methodologies available for download by its AVID Member School Sites, it will ensure that only appropriate staff and students of the AVID Member School Sites are allowed access to those materials, and it will require that those staff and students agree not to distribute, reproduce, display, or transfer those materials to anyone other than appropriate staff and students of the AVID Member School Sites before downloading those materials. F. School System (f) Client and its individual school sites any AVID Member Sites shall not modify or otherwise alter the AVID Materials or AVID Methodologies in any way, or create or distribute any derivative works of the AVID Methodologies or the AVID Materials in any way. School System Client also agrees not to use or adopt the AVID Methodologies or AVID Materials with respect to any educational or other program except solely to implement AVID under the provisions of this Agreement. G. School System (g) Client and its individual school sites any AVID Member Sites acknowledge that they do not have the right to sell, sublicense, transfer, or lease any of the AVID Materials or AVID Methodologies to any person or entity.

Copyright License. Subject to School SystemClient’s performance of all the provisions of this Agreement, AVID Center hereby grants to School System during the Term Client a non-exclusive, non- transferable license, without the right to sublicense, to distribute, reproduce, and display the AVID Materials and the AVID Methodologies solely to implement AVID at Elementary and/or AVID Secondary, or AVID for Higher Education as ordered on Quote(s), during the Member School Sites as period listed in Attachment Athe corresponding Exhibit, and for no other purpose. For each Member School Site listed in Attachment A, this license extends only to the AVID Materials and AVID Methodologies corresponding to the AVID Program Name(s) (e.g. Elementary, Secondary, etc.) listed for that AVID Member School Site. A. School System (a) Client may distribute, reproduce, and display the AVID Materials only to appropriate staff and students of the AVID Member School Sites listed in Attachment AQuote(s), for the sole purpose of implementing the specified AVID Programs service or product at the AVID Member School Sites and for no other purpose. School System Client will not permit any of the AVID Materials or AVID Methodologies to be used by anyone other than the AVID Member School Sites. B. (b) Further, School System Client will only distribute, display, photocopy, reproduce or otherwise duplicate, those AVID Materials and AVID Methodologies corresponding to the specific AVID Program(s) service or product listed for each AVID Member School Site in Attachment A. Quote(s). (For example, if Attachment A Quote(s) specifies both the AVID Elementary and AVID Secondary AVID Programs membership at ABC School Site, but only specifies the AVID Elementary AVID Program membership at XYZ School Site, School System Client will not distribute, display, photocopy, reproduce, duplicate, or otherwise make available the AVID Secondary AVID Program Materials and Methodologies to XYZ School Site). C. School System (c) Client and its individual school sites any AVID Member Sites will not distribute, display, photocopy, reproduce or otherwise duplicate, all or any part of the AVID Materials or AVID Methodologies to anyone other than the AVID Member School Sites without AVID Center’s prior written consent. D. (d) Should School System Client wish to make any of the AVID Materials or AVID Methodologies accessible to its AVID Member School Sites through the Internet, it will do so on a password-password- protected website, and it will ensure that only appropriate staff and students of the AVID Member School Sites are allowed access to the website. E. (e) Should School System Client wish to make electronic versions of any of the AVID Materials or AVID Methodologies available for download by its AVID Member School Sites, it will ensure that only appropriate staff and students of the AVID Member School Sites are allowed access to those materials, and it will require that those staff and students agree not to distribute, reproduce, display, or transfer those materials to anyone other than appropriate staff and students of the AVID Member School Sites before downloading those materials. F. School System (f) Client and its individual school sites any AVID Member Sites shall not modify or otherwise alter the AVID Materials or AVID Methodologies in any way, or create or distribute any derivative works of the AVID Methodologies or the AVID Materials in any way. School System Client also agrees not to use or adopt the AVID Methodologies or AVID Materials with respect to any educational or other program except solely to implement AVID under the provisions of this Agreement. G. School System . Client and its individual school sites any AVID Member Sites acknowledge that they do not have the right to sell, sublicense, transfer, or lease any of the AVID Materials or AVID Methodologies to any person or entity.

Copyright License. Subject to School SystemClient’s performance of all the provisions of this Agreement, AVID Center hereby grants to School System during the Term Client a non-exclusive, non- transferable license, without the right to sublicense, to distribute, reproduce, and display the AVID Materials and the AVID Methodologies solely to implement AVID at Elementary and/or AVID Secondary, or AVID for Higher Education as ordered on Quote(s), during the Member School Sites as period listed in Attachment Athe corresponding Exhibit, and for no other purpose. For each Member School Site listed in Attachment A, this license extends only to the AVID Materials and AVID Methodologies corresponding to the AVID Program Name(s) (e.g. Elementary, Secondary, etc.) listed for that AVID Member School Site. A. School System (a) Client may distribute, reproduce, and display the AVID Materials only to appropriate staff and students of the AVID Member School Sites listed in Attachment AQuote(s), for the sole purpose of implementing the specified AVID Programs service or product at the AVID Member School Sites and for no other purpose. School System Client will not permit any of the AVID Materials or AVID Methodologies to be used by anyone other than the AVID Member School Sites. B. (b) Further, School System Client will only distribute, display, photocopy, reproduce or otherwise duplicate, those AVID Materials and AVID Methodologies corresponding to the specific AVID Program(s) service or product listed for each AVID Member School Site in Attachment A. (Quote(s). [For example, if Attachment A Quote(s) specifies both the AVID Elementary and AVID Secondary AVID Programs membership at ABC School Site, but only specifies the AVID Elementary AVID Program membership at XYZ School Site, School System Client will not distribute, display, photocopy, reproduce, duplicate, or otherwise make available the AVID Secondary AVID Program Materials and Methodologies to XYZ School Site).] C. School System (c) Client and its individual school sites any AVID Member Sites will not distribute, display, photocopy, reproduce or otherwise duplicate, all or any part of the AVID Materials or AVID Methodologies to anyone other than the AVID Member School Sites without AVID Center’s prior written consent. D. (d) Should School System Client wish to make any of the AVID Materials or AVID Methodologies accessible to its AVID Member School Sites through the Internet, it will do so on a password-protected website, and it will ensure that only appropriate staff and students of the AVID Member School Sites are allowed access to the website. E. (e) Should School System Client wish to make electronic versions of any of the AVID Materials or AVID Methodologies available for download by its AVID Member School Sites, it will ensure that only appropriate staff and students of the AVID Member School Sites are allowed access to those materials, and it will require that those staff and students agree not to distribute, reproduce, display, or transfer those materials to anyone other than appropriate staff and students of the AVID Member School Sites before downloading those materials. F. School System (f) Client and its individual school sites any AVID Member Sites shall not modify or otherwise alter the AVID Materials or AVID Methodologies in any way, or create or distribute any derivative works of the AVID Methodologies or the AVID Materials in any way. School System Client also agrees not to use or adopt the AVID Methodologies or AVID Materials with respect to any educational or other program except solely to implement AVID under the provisions of this Agreement. G. School System (g) Client and its individual school sites any AVID Member Sites acknowledge that they do not have the right to sell, sublicense, transfer, or lease any of the AVID Materials or AVID Methodologies to any person or entity.