FIRST STEP SOFTWARE LICENSE AGREEMENT Sample Clauses

FIRST STEP SOFTWARE LICENSE AGREEMENT. The Company shall have entered into an exclusive license agreement, m form and substance substantially similar to EXHIBIT B attached hereto (the "FIRST STEP LICENSE AGREEMENT") with CORESTAFF or its Subsidiary and the First Step License Agreement, shall not have been amended or modified and shall be in full force and effect as of the Closing. Pursuant to the First Step License Agreement, (a) CORESTAFF will (i) develop the First Step Software program for Novell only to the Company's specifications as a full turn-key package on additional platforms necessary for marketing purposes, at no cost to the Company; PROVIDED, HOWEVER, if the estimated cost for such development exceeds $250,000. CORESTAFF has the option to withdraw the First Step Software as part of this transaction; (ii) provide platform upgrades for Novell only on a schedule to be determined by the parties and (iii) provide the Company with an exclusive license to sell the First Step Software until March 31, 1998 and (b) the Company will (i) represent and warrant to CORESTAFF that it is satisfied with the form and substance of the First Step Software as currently developed by CORESTAFF and (ii) agree that CORESTAFF's liability to the Company under the First Step License Agreement or with respect to the First Step Software shall be limited to the aggregate amount of royalty payments paid to CORESTAFF by the Company. Any additional changes to the First Step Software program will be at CORESTAFF's sole discretion. All pricing of products and royalties payable to CORESTAFF will be mutually agreed upon and a percentage of maintenance fees will be paid to the Company. The parties will determine the level of the company's revenue commitments on the exclusive license from October 1, 1997 through March 31, 1998. CORESTAFF will provide technical support service on the First Step product at no cost to the Company. The Company will continue to maintain all sales relationships with existing First Step customers. In the event it is agreed that the Company will take over existing prospects from CORESTAFF, the Company will pay an additional royalty to CORESTAFF in an amount to be determined by both parties. Such determination will be made upon transfer of a customer of CORESTAFF to the Company.
Sample 1
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FIRST STEP SOFTWARE LICENSE AGREEMENT. The Company shall have entered into an exclusive license agreement, in form and substance substantially similar to Exhibit B to be attached hereto prior to the Closing (the "FIRST STEP LICENSE AGREEMENT") with Millennium Computer Corp., a Subsidiary of CORESTAFF ("MILLENNIUM") and the First Step License Agreement shall not have been amended or modified and shall be in full force and effect as of the Closing. Pursuant to the First Step License Agreement, (a) Millennium will (i) develop the First Step Software program for Novell only to the Company's specifications as a full turn-key package on additional platforms necessary for marketing purposes, at no cost to the Company; provided, however, if the estimated cost for such development exceeds $250,000, Millennium has the option to withdraw the First Step Software as part of this transaction; (ii) provide platform upgrades for Novell only on a schedule to be determined by the parties and (iii) provide the Company with an exclusive license to sell the First Step Software until March 31, 1998 and (b) the Company will (i) represent and warrant to Millennium that it is satisfied with the form and substance of the First Step Software as currently developed by Millennium and (ii) agree that Millennium's liability to the Company under the First Step License Agreement or with respect to the First Step Software shall be limited to the aggregate amount of royalty payments paid to Millennium by the Company. Any additional changes to the First Step Software program will be at Millennium's sole discretion. All pricing of products and royalties payable to Millennium will be mutually agreed upon and a percentage of maintenance fees will be paid to the Company. The parties will determine the level of the company's revenue commitments on the exclusive license from October 1, 1997 through March 31, 1998. Millennium will provide technical support service on the First Step product at no cost to the Company. The Company will continue to maintain all sales relationships with existing First Step customers. In the event it is agreed that the Company will take over existing prospects from Millennium, the Company will pay an additional royalty to Millennium in an amount to be determined by both parties. Such determination will be made upon transfer of a customer of Millennium to the Company.
Sample 1

Related to FIRST STEP SOFTWARE LICENSE AGREEMENT

  • Software License Agreement McDATA agrees that all Licensed Software will be distributed to Customers subject to a Software License Agreement (including warranty statement), along with a McDATA Manual, in a manner which is (a) no less protective of BROCADE's Intellectual Property Rights in the Licensed Software than the form attached hereto as Exhibit D, and (b) legally enforceable in the jurisdictions in which the Licensed Software, as incorporated into the McDATA Products, is distributed.

  • License Agreement The Trust shall have the non-exclusive right to use the name "Invesco" to designate any current or future series of shares only so long as Invesco Advisers, Inc. serves as investment manager or adviser to the Trust with respect to such series of shares.

  • Software License ICS will grant the Business Manager a non-exclusive and royalty-free right and license to use and copy software owned by ICS and to use certain third party software according to the terms of the applicable third party licenses to ICS, all in connection with the Business Manager’s obligations under the Agreement. ICS will provide the Business Manager with all upgrades to the licensed software.

  • License Agreements (a) Each Borrower and Guarantor shall (i) promptly and faithfully observe and perform all of the material terms, covenants, conditions and provisions of the material License Agreements to which it is a party to be observed and performed by it, at the times set forth therein, if any, (ii) not do, permit, suffer or refrain from doing anything that could reasonably be expected to result in a default under or breach of any of the terms of any material License Agreement, (iii) not cancel, surrender, modify, amend, waive or release any material License Agreement in any material respect or any term, provision or right of the licensee thereunder in any material respect, or consent to or permit to occur any of the foregoing; except, that, subject to Section 9.19(b) below, such Borrower or Guarantor may cancel, surrender or release any material License Agreement in the ordinary course of the business of such Borrower or Guarantor; provided, that, such Borrower or Guarantor (as the case may be) shall give Agent not less than thirty (30) days prior written notice of its intention to so cancel, surrender and release any such material License Agreement, (iv) give Agent prompt written notice of any material License Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may request, (v) give Agent prompt written notice of any material breach of any obligation, or any default, by any party under any material License Agreement, and deliver to Agent (promptly upon the receipt thereof by such Borrower or Guarantor in the case of a notice to such Borrower or Guarantor and concurrently with the sending thereof in the case of a notice from such Borrower or Guarantor) a copy of each notice of default and every other notice and other communication received or delivered by such Borrower or Guarantor in connection with any material License Agreement which relates to the right of such Borrower or Guarantor to continue to use the property subject to such License Agreement, and (vi) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the material terms, covenants or provisions of any material License Agreement.

  • Sublicense Agreements Sublicenses shall be granted only pursuant to written agreements, which shall be subject and subordinate to the terms and conditions of this Agreement. Such Sublicense agreements shall contain, among other things, provisions to the following effect:

  • Software Licenses Seller has all necessary licenses to use all material third-party software used in Seller's business, and Seller's use of third-party software does not infringe the rights of any Person.

  • PATENT LICENSE AGREEMENT EXCLUSIVE PHS and Licensee agree as follows:

  • Trademark License Agreement Buyer shall have executed and delivered to Sellers the Trademark License Agreement.

  • Licensed Software Section 3.17(f).......................................27

  • Third Party Software Customer acknowledges that in order for MyEcheck to perform the Consulting Services, Customer may need to obtain additional third party services ("Third Party Services") or third party technology ("Third Party Technology"). Customer agrees that the rights and licenses with respect to Third Party Technology and Third Party Services shall be under terms set forth in the pertinent purchase, license or services agreements between Customer and the vendors of such Third Party Software or Third Party Services. Customer shall execute and comply with appropriate purchase, license, or services agreements with respect to any Third Party Software or Third Party Services. Any amounts payable to third party vendors or service providers under such agreements are the sole responsibility of Customer and shall be paid directly by Customer to such third party vendors or service providers. MyEcheck Services Agreement

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