Grant of Limited License. Subject to all terms and conditions of this Agreement, EXEDY hereby grants You a limited, nonexclusive and nontransferable license to view the Content solely for Your personal, non-commercial use. You may access, download, receive and view the Content only in accordance with these terms and conditions, and, if downloadable copies of the Content are made available to You, You are granted a single copy license to copy or download the Content made available for download, only on one computer at a time per access or subscription. You will not share passwords, rent, lease, publicly display or perform, nor purport to transfer any rights in, the Content, remove any proprietary marks, notices or labels, nor make any other use of the Content not expressly permitted herein. You will not access or attempt to access Content in any manner not expressly authorized under Your limited access or subscription in accordance with this Agreement. Any and all unauthorized access, viewing, downloading, receipt, duplication or other use of Content in which You are directly or indirectly involved constitutes intentional infringement(s) of intellectual property rights and may violate 18 U.S.C. 2510-2520 and other civil and criminal laws. You agree to be personally liable and fully indemnify EXEDY for any and all damages directly, indirectly and/or consequentially resulting from any attempted or actual unauthorized downloading or other duplication of Content. You will remain liable to EXEDY for your unauthorized use of its site, even after the termination of this Agreement. EXEDY reserves the right to terminate this license and Your access at any time if You breach or violate any provision of this Agreement, in which case You will immediately destroy any information or materials You have downloaded, printed or otherwise copied from this site. EXEDY reserves all other rights not expressly granted herein.
Appears in 2 contracts
Samples: Terms of Use Agreement, Terms of Use Agreement
Grant of Limited License. Subject to all terms and conditions of this Agreement, EXEDY Starkey hereby grants You you a limited, nonexclusive and nontransferable license to view the Content solely for Your personalnon-exclusive, non-commercial usetransferable, non-sublicensable, limited, revocable license to access and use the App as set forth in this Agreement and expressly conditioned upon your full compliance with this Agreement. You may accessagree that the App is for your own personal use and you will not (i) allow any other person or entity to use or access the App, download, receive and view the Content only in accordance with these terms and conditions, and, if downloadable copies of the Content are made available to You, You are granted a single copy license (ii) attempt to copy any ideas, features, functions, or download graphics contained in the Content made available App, (iii) use the App in the operation of a service bureau or an application service provider, or for downloadany other purpose intended to benefit a party other than you, only on one computer at a time per access (iv) alter or subscription. You will not share passwordsmodify the App, (v) sell, assign, sublicense, rent, lease, publicly display or perform, nor purport to otherwise transfer the App or any rights inin connection therewith, the Contentor (vi) attempt to translate, remove disassemble, decompile, reverse assemble, or reverse engineer all or any proprietary marks, notices or labels, nor make any other use part of the Content not expressly permitted hereinApp, or otherwise attempt to derive the source code for the App. You will not, and will not access permit any other person to, (i) bypass or attempt to access Content breach any security device or protection used for or contained in the App, (ii) use the App in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property or other right of any person, or that violates applicable law, or (iii) attempt to use the App to access information about any hearing aid or hearing aid wearer other than a Sharer who has elected to share Sharer Data with you. Any information learned through inadvertent or unauthorized access to other App or Sharer App user information shall not be further used or disclosed by you and shall be treated in an ethical and confidential manner. You have no ownership rights in or to the App. Rather, Starkey grants you a license to use the App as long as this Agreement remains in full force and effect. You acknowledge and agree that Starkey owns all intellectual property contained in the App, including Xxxxxxx’x trademarks, service marks, trade names, logos, domain names, taglines, and trade dress (collectively, “Starkey IP”). Starkey reserves all rights, title, and interest in and to the App, and in and to the Starkey IP, except as expressly authorized under Your limited access or subscription granted in accordance with this Agreement. Any and all unauthorized accessXxxxxxx’x interests are protected by the copyright, viewingtrademark, downloading, receipt, duplication or other use of Content in which You are directly or indirectly involved constitutes intentional infringement(s) of intellectual property rights and may violate 18 U.S.C. 2510-2520 and other civil laws of the United States and criminal laws. You agree to be personally liable and fully indemnify EXEDY for any and all damages directly, indirectly and/or consequentially resulting from any attempted or actual unauthorized downloading or other duplication of Content. You will remain liable to EXEDY for your unauthorized use of its site, even after the termination of this Agreement. EXEDY reserves the right to terminate this license and Your access at any time if You breach or violate any provision of this Agreement, in which case You will immediately destroy any information or materials You have downloaded, printed or otherwise copied from this site. EXEDY reserves all other rights not expressly granted hereinforeign countries.
Appears in 1 contract
Samples: End User License Agreement
Grant of Limited License. Subject to all terms and conditions of this Agreement, EXEDY Starkey hereby grants You you a limited, nonexclusive and nontransferable license to view the Content solely for Your personalnon-exclusive, non-commercial usetransferable, non-sublicensable, limited, revocable license to access and use the App as set forth in this Agreement and expressly conditioned upon your full compliance with this Agreement. You may accessagree that the App is for your own personal use and you will not (i) allow any other person or entity to use or access the App, download, receive and view the Content only in accordance with these terms and conditions, and, if downloadable copies of the Content are made available to You, You are granted a single copy license (ii) attempt to copy any ideas, features, functions, or download graphics contained in the Content made available App, (iii) use the App in the operation of a service bureau or an application service provider, or for downloadany other purpose intended to benefit a party other than you, only on one computer at a time per access (iv) alter or subscription. You will not share passwordsmodify the App, (v) sell, assign, sublicense, rent, lease, publicly display or perform, nor purport to otherwise transfer the App or any rights inin connection therewith, the Contentor (vi) attempt to translate, remove disassemble, decompile, reverse assemble, or reverse engineer all or any proprietary marks, notices or labels, nor make any other use part of the Content not expressly permitted hereinApp, or otherwise attempt to derive the source code for the App. You will not, and will not access permit any other person to, (i) bypass or attempt to access Content breach any security device or protection used for or contained in the App, (ii) use the App in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property or other right of any person, or that violates applicable law, or (iii) attempt to use the App to access information about any hearing aid or hearing aid wearer other than a Thrive Sharer who has elected to share Sharer Data with you. Any information learned through inadvertent or unauthorized access to other App or Thrive App user information shall not be further used or disclosed by you and shall be treated in an ethical and confidential manner. You have no ownership rights in or to the App. Rather, Starkey grants you a license to use the App as long as this Agreement remains in full force and effect. You acknowledge and agree that Starkey owns all intellectual property contained in the App, including Xxxxxxx’x trademarks, service marks, trade names, logos, domain names, taglines, and trade dress (collectively, “Starkey IP”). Starkey reserves all rights, title, and interest in and to the App, and in and to the Starkey IP, except as expressly authorized under Your limited access or subscription granted in accordance with this Agreement. Any and all unauthorized accessXxxxxxx’x interests are protected by the copyright, viewingtrademark, downloading, receipt, duplication or other use of Content in which You are directly or indirectly involved constitutes intentional infringement(s) of intellectual property rights and may violate 18 U.S.C. 2510-2520 and other civil laws of the United States and criminal laws. You agree to be personally liable and fully indemnify EXEDY for any and all damages directly, indirectly and/or consequentially resulting from any attempted or actual unauthorized downloading or other duplication of Content. You will remain liable to EXEDY for your unauthorized use of its site, even after the termination of this Agreement. EXEDY reserves the right to terminate this license and Your access at any time if You breach or violate any provision of this Agreement, in which case You will immediately destroy any information or materials You have downloaded, printed or otherwise copied from this site. EXEDY reserves all other rights not expressly granted hereinforeign countries.
Appears in 1 contract
Samples: End User License Agreement
Grant of Limited License. Subject a. Claimsnet hereby grants to all ProxyMed a limited, royalty-free, non-transferrable (other than to a Buyer Assigneee (as defined in the Asset Purchase Agreement)), non-exclusive license to use and market the private label version of the "claimsnet.com application" propxxxxxxx xxxxxare (the "Licensed Technology") solely in connection with the provision of the Claimsnet Services to ProxyMed's End Users (including the Transferred Customers) through the Hot Site, in accordance with the terms of this Agreement (hereinafter, the "Technology License"). The parties agree that the Technology License shall include a limited right of sublicense pursuant to which ProxyMed shall have the right to sublicense the Licensed Technology to the extent necessary to provide a customized application interface to subscribing Customers or End Users, which sublicense shall be governed by a form of agreement to be mutually agreed between Claimsnet and conditions ProxyMed. Notwithstanding anything herein to the contrary, the Technology License shall be terminable by Claimsnet upon the occurrence of an event of default by ProxyMed pursuant to Section 13 of this Agreement.
b. Upon the occurrence of an Escrow Release Event, EXEDY hereby grants You Buyer's obligations to pay any of the service fees provided for herein incurred from and after the date of such Escrow Release Event shall terminate and the Technology License shall be automatically amended to become a limitedperpetual, nonexclusive and nontransferable license to view the Content solely for Your personalfully-paid, non-commercial use. You may accessexclusive, downloadroyalty-free, receive and view the Content only non-transferrable (except to a Buyer Assignee that agrees in accordance with these terms and conditions, and, if downloadable copies of the Content are made available to You, You are granted a single copy license to copy or download the Content made available for download, only on one computer at a time per access or subscription. You will not share passwords, rent, lease, publicly display or perform, nor purport to transfer any rights in, the Content, remove any proprietary marks, notices or labels, nor make any other use of the Content not expressly permitted herein. You will not access or attempt to access Content in any manner not expressly authorized under Your limited access or subscription in accordance with this Agreement. Any and all unauthorized access, viewing, downloading, receipt, duplication or other use of Content in which You are directly or indirectly involved constitutes intentional infringement(s) of intellectual property rights and may violate 18 U.S.C. 2510-2520 and other civil and criminal laws. You agree writing to be personally liable and fully indemnify EXEDY for any and all damages directly, indirectly and/or consequentially resulting from any attempted or actual unauthorized downloading or other duplication of Content. You will remain liable bound to EXEDY for your unauthorized use of its site, even after the termination terms of this Agreement. EXEDY reserves ) license to use the right Licensed Technology and to terminate this license use, modify, maintain and Your access update the source code for the Licensed Technology in such manner as may be necessary or appropriate to enable ProxyMed to use the Licensed technology for its intended purposes; provided, however, ProxyMed may only use the Licensed Technology to provide services to any End-User or Partner (including that Partner's end-users) then using the Licensed Technology.
c. ProxyMed shall use its best efforts to market and promote the Claimsnet Services, and shall, at any time if You breach or violate any provision all times, act in good faith in the performance of this Agreement, in which case You will immediately destroy any information or materials You have downloaded, printed the Agreement and shall not delay or otherwise copied from this site. EXEDY reserves all other rights not expressly granted hereinforestall any sales of Claimsnet Services in anticipation of Escrow Release Event.
Appears in 1 contract
Samples: Affiliate and Partner Services and License Agreement (Claimsnet Com Inc)