Common use of General License Restrictions Clause in Contracts

General License Restrictions. To the extent permissible under applicable law, Licensee agrees not to: (i) decompile, disassemble, reverse engineer, reverse translate or in any other manner decode the Beta Solution; (ii) alter, modify or create any derivative works or enhancements, adaptations, or translations of the Beta Solution; (iii) sell, sublicense, lease, rent, loan, assign, convey or otherwise transfer the Beta Solution except as expressly authorized by Avaya in writing, it being understood that any attempt to do so would be considered as void; (iv) distribute, disclose or allow use of the Beta Solution in any format, through any timesharing service, service bureau, network or by any other similar means, such as hosting or cloud, except as expressly authorized by Avaya in writing; (v) allow any service provider or other third party, with the exception of Avaya authorized service maintenance providers who are acting solely on behalf of and for the benefit of Licensee, to use or execute any Software commands that facilitate the maintenance or repair of any Beta Solution; (vi) gain access to or the use of any Beta Solution or part thereof without authorization from Avaya; (vii) enable or activate, or cause, permit or allow others to enable or activate any logins reserved for use by Avaya or Avaya authorized service maintenance providers; (viii) publish the results of any tests run on the Beta Solution; (ix) disclose, provide, or otherwise make available to any third party any trade secrets contained in the Beta Solution; (x) use the Beta Solution in a virtualized environment except as expressly authorized by this Agreement or Beta Letter; or (xi) permit or encourage any third party to do any of the foregoing. Licensee agrees not to allow anyone other than its authorized employees, agents or representatives (third parties), who have a need to use the Beta Solution, to have access to the Beta Solution. Licensee agrees to inform any such third party to whom Licensee grants access to the Beta Solution of this provision and will obligate such third party to comply with such terms and provisions. Licensee is responsible for any third party’s failure to comply with this Section 4 and indemnifies Avaya for any damages, loss, expenses or costs, including attorneys’ fees and costs of suit, incurred by Avaya as a result of non-compliance with this Section 4 by Licensee or any third party to whom Licensee grants access to the Beta Solution.

Appears in 4 contracts

Samples: Direct Master License, Direct Master License, Indirect Master License And

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