EHC Engaging Applications Clause Samples

EHC Engaging Applications. (1) EHC may create applications that are designed to engage the consumer in the management of their health that utilize LHR, and that are separate from LHR, but which interact with LHR, provide data or other input to LHR, or use data or other output generated by LHR ("Engaging Applications"). HMI acknowledges that the Engaging Applications created by EHC are owned by and shall remain the sole property of EHC. * * * EHC shall, subject to Part III.3.A (2) below, and in consideration of the revenue sharing scheme set forth in Part VI.1.F, offer to HMI * * *, nonexclusive, nontransferable, world-wide right and license to copy, reproduce, modify, translate and distribute (including sublicensing and marketing) copies of, and to prepare, have prepared, * * *, and to perform, display and use such EHC Engaging Applications * * * for HMI's internal use and in conjunction with LHR. This license includes any and all Updates, Releases and new Versions of the Engaging Applications that may be provided to LHR from time to time. EXCEPT FOR THE WARRANTY PROVIDED IN PART III.3.C, EHC PROVIDES THE EHC ENGAGING APPLICATIONS SOLELY ON AN "AS-IS" BASIS. (2) During each twelve (12) month period following the Effective Date, EHC shall, with respect to any EHC Engaging Application the development of which is completed during such twelve (12) month period, and at the time of such completion, be entitled to designate to HMI (via a written notice) * * *; provided that EHC has not already, during such twelve (12) month period, designated more than one (1) other EHC Engaging Application as a Protected Engaging Application. EHC shall deliver any such EHC Engaging Applications which are not Protected Engaging Applications to HMI within six (6) months from its general release to EHC customers. (3) Should HMI create any Engaging Applications for general release to HMI's customers ("HMI Engaging Applications"), (i) EHC acknowledges that the Engaging Applications created by HMI are owned by and shall remain the sole property of HMI; * * * HMI shall, in consideration of the revenue sharing scheme set forth in Part VI.1.F, offer to EHC a * * *, nonexclusive, nontransferable, world-wide right and license to use and copy, as well as offer and distribute to End Users under HMI's standard license terms (pursuant to Part III.1.B), such HMI Engaging Applications solely for EHC's internal use and in conjunction with EHC's Web Site. In addition, EHC may sublicense HMI Engaging Applications to third pa...