Customer Licenses. Reselling Party will require each Customer that purchases a License for a Selling Party Product to enter into a License in a click-wrap or click-through online format, in the then-current form of Selling Party’s License, unless Selling Party agrees to accept the applicable Order under a preexisting License with Selling Party. To the extent any proposed modified terms for an individual Customer’s License differ from then the standard, current form of the License, the Selling Party will cooperate with the Reselling Party and will reasonably approve of such modified terms. Selling Party agrees that the Customers are not employees or agents of Reselling Party and that Reselling Party is not responsible for any failure of the Customers to comply with the License. Selling Party’s sole remedy for any failure of the Customers to comply with the Customer License Agreement will be against the Customer; provided, however, that Reselling Party will reasonably cooperate at the Selling Party’s sole expense to enforce the terms of the applicable agreement with the Customer. Each Party bears all responsibility and liability for the enforceability of any Online Terms a Party seeks to be binding on the Customers or Sales Agents, and any damages or liabilities resulting from the lack of enforceability for such Online Terms. 5.
Customer Licenses. Customer will grant Unisys all necessary rights and licenses to use Customer Software made available by Customer to Unisys, including those listed in Exhibit 11 (Software Assets), or Third Party Contracts, Customer Data and other Customer provided material. As part of this obligation, Customer shall obtain and maintain, at its expense, any consents or licenses, or both, from any third parties necessary for Unisys use of Customer-Licensed Software or Third Party Contracts.
Customer Licenses. Customer’s use of the Molecule and request that Agilent supply the Services with respect to the Molecule may necessitate Customer’s procurement of separate licenses from third parties for Intellectual Property that claims or covers the Molecule. Customer shall have full responsibility for the determination of whether and from which third party it requires any such license(s) to Intellectual Property claiming or covering the Molecules and for the procurement of such license(s).
Customer Licenses. The Licensed Software that Licensee or its Affiliate Sublicensees license to customers shall be licensed in object code form (i.e., non-printed, machine readable form) only, for customers’ use, including for the making of backup copies and for disaster recovery purposes. Licensee further agrees to cause its customers to reproduce and incorporate all copyright, trademark and other proprietary notices contained in any copies of the Licensed Software it licenses to customers. Any end user license agreement between Licensee or any of its Affiliate Sublicensees and any of their respective customers covering the Licensed Software (each, an “End User License Agreement”) must be consistent with the terms of this Agreement and contain provisions stating that the End User License Agreement (i) will survive any termination of this Agreement and that Licensor may, at its option, assume such End User License Agreement in the event that this Agreement terminates and (ii) cannot be assigned, sublicensed or otherwise transferred by the customer without the prior written consent of Licensee or its Affiliate Sublicensee (as applicable), except in the event of the assignment or sale of all or substantially all of the customer’s assets, or any merger, consolidation or other business consolidation to which the customer is a party.
Customer Licenses. SAPM shall distribute the Licensed Software to the Designated Customers only under the terms of, and shall ensure that the Licensed Software is subject to, license agreements with terms at least as restrictive as those set forth in this Amendment.
Customer Licenses. V-One will transfer all customer license agreements (free and clear of all liens, claims, and encumbrances) to Proginet and obtain all assignments where necessary or required. V-One represents that all agreements provide for transfer upon request and such approvals will not be unreasonably withheld, and that all license agreement requirements have been satisfied.
Customer Licenses. The Buyer shall obtain for and deliver to, the Division customer signed copies of any agreements the Division may, from time to time, require the Buyer's customer to enter into as a condition to their use of any software the Division furnishes to the Buyer for distribution as one of the Products. Although the Buyer will not be responsible for the enforcement of any such agreements, it will take such actions as the Division may from time to time reasonably request by giving the Buyer notice thereof not to induce or contribute reasonably to any customer's default under such an agreement.
Customer Licenses. OEM Partner shall pay to SalesLogix, as a Royalty and in US Dollars, an amount equal to the SalesLogix published retail price (as modified from time to time pursuant to Section 4.2), less the OEM Discount set forth on EXHIBIT 6, for each copy of SalesLogix Products sublicensed to customers pursuant to this Agreement (the "OEM Royalty").
Customer Licenses. Business Partner shall provide each Customer with the original SalesLogix licenses included in the Documentation for the Licensed Materials. Pursuant to the reseller license Business Partner shall market, distribute, and resell the Licensed Materials only to end-user customers for their own internal use and not for resale.
Customer Licenses. Any licenses granted by Partner prior to termination or expiration of this Agreement shall continue in effect, in accordance with the terms of the applicable Software License Agreement, notwithstanding the termination or expiration of this Agreement. Following termination or expiration of this Agreement, Partner shall cease use of any Products provided under this Agreement and cease to make or distribute any further copies of Products, and Partner shall no longer present itself as a TimeXtender representative or a Partner of TimeXtender Products.
