Common use of Intellectual Property and Licenses Clause in Contracts

Intellectual Property and Licenses. 6.1 Landscape Management Network owns and shall own all intellectual property rights in the LMN, including the look and feel of the LMN, the underlying technology and know-how used in the creation and operation of the LMN, the database designs of the LMN and the architecture of all related information technology, all anonymized LMN usage data, and all content that is not the content of a third party. The intellectual property of Landscape Management Network includes all pre-existing intellectual property owned by or licensed to Landscape Management Network prior to the Effective Date, all intellectual property derived from such intellectual property, and any new proprietary concepts, source code, methods, techniques or processes related to such intellectual property developed by Landscape Management Network during the course of its performance under this Agreement. 6.2 Unless otherwise specified, as between Landscape Management Network and Subscriber, Subscriber acknowledges that Landscape Management Network has all right, title and interest in and to any documents, guides, spreadsheets, tools or other content that is available on the LMN for download or printing (“Downloadable Content”). 6.3 Subject to the terms of this Agreement, Landscape Management Network hereby grants Subscriber a limited, non- exclusive, non-transferable, revocable license to:‌ (a) access and use the LMN solely for Subscriber’s internal business purposes and for no other purpose; and (b) store, print and copy the Downloadable Content solely in connection with its use of and access to the Services. Subscriber acknowledges that Subscriber does not acquire any ownership rights, title or interest in or to the Downloadable Content by storing, printing or copying the Downloadable Content. 6.4 Except as otherwise expressly provided in this Agreement, Subscriber shall: (a) not allow any person other than a User to access the LMN; (b) not resell or sub-license any of its rights under this Agreement to any other person or entity; (c) not frame or mirror the LMN or any Downloadable Content; (d) not modify, decompile, disassemble, deconstruct, analyze, translate, attempt to extract the source code or otherwise examine for the purpose of reverse engineering the LMN or the Landscape Management Network’s technology; (e) not delete or alter in any way any notices, disclaimers, Landscape Management Network trade-marks (including without limitation LMN), Landscape Management Network copyright notices, trade name or other proprietary notices, symbols, labels or other legends contained in the Services or other materials obtained by Subscriber through use of the LMN or on any copies thereof made by Subscriber in accordance with this Agreement; (f) not attempt to access any systems, programs or data of Landscape Management Network that are not licensed under this Agreement; (g) except as permitted under this Agreement, not copy or reproduce, republish, upload, post, transmit, or distribute the Downloadable Content, or any portion thereof, or facilitate or permit any third party to do so; (h) not publish, upload, post, transmit or otherwise make available any User Generated Content (as defined below) that: (i) Subscriber or User does not have the right to make available; (ii) is unlawful, harmful, vulgar, obscene, hateful or racially, ethnically or otherwise objectionable; (iii) infringes any intellectual property rights of any party; (iv) includes any unsolicited or unauthorized advertising, promotional materials, surveys, junk mail, spamming or chain letters; or (v) contains a software virus, Trojan horse, worm, time bomb, cancelbot, corrupted file, or any other computer file or software designed to interrupt, destroy, damage or limit the functionality of any computer hardware, software or other property; (i) not impersonate any person or entity, including LMN or an unauthorized user of the Services, or falsely state or otherwise misrepresent your affiliation with a person or entity; (j) not use any device or software to interfere or attempt to interfere with the proper operation of the Services; and (k) not facilitate or permit any third party to do any of the foregoing. 6.5 Subscriber shall comply with all obligations and/or restrictions regarding the use of the Downloadable Content as Landscape Management Network may communicate in writing from time to time. 6.6 Subscriber shall comply with all applicable federal, provincial, state, and local laws, regulations and rules, judicial decisions and administrative orders (“Laws”) as may apply to the Services (and Subscriber’s use thereof) and the Downloadable Content as are in effect at this time or may be in effect during the Term of this Agreement. 6.7 Should the Services permit the uploading of content or the creation of content on the LMN by the Subscriber or Users (“User Generated Content”), Subscriber grants to Landscape Management Network a non-exclusive, world- wide, royalty-free right and license to store, distribute, change the format of, publish, provide and transmit User Generated Content, in any form and by any means whatsoever, solely as required to perform the Services under this Agreement.

Intellectual Property and Licenses. 6.1 Landscape Management Network owns and shall own all intellectual property rights in the LMN, including the look and feel of the LMN, the underlying technology and know-how used in the creation and operation of the LMN, the database designs of the LMN and the architecture of all related information technology, all anonymized LMN usage data, and all content that is not the content of a third party. The intellectual property of Landscape Management Network includes all pre-existing intellectual property owned by or licensed to Landscape Management Network prior to the Effective Date, all intellectual property derived from such intellectual property, and any new proprietary concepts, source code, methods, techniques or processes related to such intellectual property developed by Landscape Management Network during the course of its performance under this Agreement. 6.2 Unless otherwise specified, as between Landscape Management Network and Subscriber, Subscriber acknowledges that Landscape Management Network has all right, title and interest in and to any documents, guides, spreadsheets, tools or other content that is available on the LMN for download or printing (“Downloadable Content”). 6.3 Subject to the terms of this Agreement, Landscape Management Network hereby grants Subscriber a limited, non- non-exclusive, non-transferable, revocable license to:‌to: (a) access and use the LMN solely for Subscriber’s internal business purposes and for no other purpose; and (b) store, print and copy the Downloadable Content solely in connection with its use of and access to the Services. Subscriber acknowledges that Subscriber does not acquire any ownership rights, title or interest in or to the Downloadable Content by storing, printing or copying the Downloadable Content. 6.4 Except as otherwise expressly provided in this Agreement, Subscriber shall: (a) not allow any person other than a User to access the LMN; (b) not resell or sub-license any of its rights under this Agreement to any other person or entity; (c) not frame or mirror the LMN or any Downloadable Content; (d) not modify, decompile, disassemble, deconstruct, analyze, translate, attempt to extract the source code or otherwise examine for the purpose of reverse engineering the LMN or the Landscape Management Network’s technology; (e) not delete or alter in any way any notices, disclaimers, Landscape Management Network trade-marks (including without limitation LMN), Landscape Management Network copyright notices, trade name or other proprietary notices, symbols, labels or other legends contained in the Services or other materials obtained by Subscriber through use of the LMN or on any copies thereof made by Subscriber in accordance with this Agreement; (f) not attempt to access any systems, programs or data of Landscape Management Network that are not licensed under this Agreement; (g) except as permitted under this Agreement, not copy or reproduce, republish, upload, post, transmit, or distribute the Downloadable Content, or any portion thereof, or facilitate or permit any third party to do so; (h) not publish, upload, post, transmit or otherwise make available any User Generated Content (as defined below) that: (i) Subscriber or User does not have the right to make available; (ii) is unlawful, harmful, vulgar, obscene, hateful or racially, ethnically or otherwise objectionable; (iii) infringes any intellectual property rights of any party; (iv) includes any unsolicited or unauthorized advertising, promotional materials, surveys, junk mail, spamming or chain letters; or (v) contains a software virus, Trojan horse, worm, time bomb, cancelbot, corrupted file, or any other computer file or software designed to interrupt, destroy, damage or limit the functionality of any computer hardware, software or other property; (i) not impersonate any person or entity, including LMN or an unauthorized user of the Services, or falsely state or otherwise misrepresent your affiliation with a person or entity; (j) not use any device or software to interfere or attempt to interfere with the proper operation of the Services; and (k) not facilitate or permit any third party to do any of the foregoing. 6.5 Subscriber shall comply with all obligations and/or or restrictions regarding the use of the Downloadable Content as Landscape Management Network may communicate in writing from time to time. 6.6 Subscriber shall comply with all applicable federal, provincial, state, and local laws, regulations and rules, judicial decisions and administrative orders (“Laws”) as may apply to the Services (and Subscriber’s use thereof) and the Downloadable Content as are in effect at this time or may be in effect during the Term of this Agreement. 6.7 Should the Services permit the uploading of content or the creation of content on the LMN by the Subscriber or Users (“User Generated Content”), Subscriber grants to Landscape Management Network a non-exclusive, world- world-wide, royalty-free right and license license, during the Term, to store, distribute, change the format of, publish, provide and transmit User Generated Content, in any form and by any means whatsoever, solely as required to perform the Services under this Agreement.

Intellectual Property and Licenses. 6.1 Landscape Management Network 4.1 LMN owns and shall own all intellectual property rights in and to the LMNPlatform (including without limitation the Service and the Design Tool), including the look and feel of the LMNPlatform, the underlying technology and know-how used in the creation and operation of the LMNPlatform, the database designs of the LMN Platform and the architecture of all related information technology, all anonymized LMN usage data, and all content that is not the content of a third party. The intellectual property of Landscape Management Network LMN includes all pre-existing intellectual property owned by or licensed to Landscape Management Network LMN prior to the Effective Date, all intellectual property derived from such intellectual property, and any new proprietary concepts, source code, methods, techniques or processes related to such intellectual property developed by Landscape Management Network LMN during the course of its performance under this Agreement.Agreement.‌ 6.2 Unless otherwise specified, as between Landscape Management Network and Subscriber, Subscriber acknowledges that Landscape Management Network has all right, title and interest in and to any documents, guides, spreadsheets, tools or other content that is available on the LMN for download or printing (“Downloadable Content”). 6.3 4.2 Subject to the terms of this Agreement, Landscape Management Network LMN hereby grants Subscriber Partner a limited, non- non-exclusive, non-transferable, revocable license to:‌ (a) to access and use the LMN Platform solely for Subscriber’s internal business purposes the purpose of uploading Partner Content (as defined below) and for no other purpose; and (b) store, print and copy the Downloadable Content solely in connection with its use of and access to the Services. Subscriber acknowledges that Subscriber does not acquire any ownership rights, title or interest in or to the Downloadable Content by storing, printing or copying the Downloadable Content. 6.4 4.3 Except as otherwise expressly provided in this Agreement, Subscriber Partner shall: (a) not allow any person other than a User third party to access the LMNPlatform; (b) not resell or sub-license any of its rights under this Agreement to any other person or entityperson; (c) not frame or mirror the LMN or any Downloadable Content; (d) not modify, decompile, disassemble, deconstruct, analyze, translate, attempt to extract the source code or otherwise examine for the purpose of reverse engineering the LMN Platform or the Landscape Management Network’s underlying technology; (ed) not delete or alter in any way any notices, disclaimers, Landscape Management Network LMN trade-marks (including without limitation LMN)marks, Landscape Management Network copyright notices, trade name or other proprietary notices, symbols, labels or other legends contained in on the Services Platform or other materials obtained by Subscriber Partner through use of the LMN Platform or on any copies thereof made by Subscriber Partner in accordance with this Agreement; (f) not attempt to access any systems, programs or data of Landscape Management Network that are not licensed under this Agreement; (g) except as permitted under this Agreement, not copy or reproduce, republish, upload, post, transmit, or distribute the Downloadable Content, or any portion thereof, or facilitate or permit any third party to do so; (he) not publish, upload, post, transmit or otherwise make available any User Generated Partner Content (as defined below) that: (i) Subscriber or User Partner does not have the right to make available; (ii) is unlawful, harmful, vulgar, obscene, hateful or racially, ethnically or otherwise objectionable; (iii) infringes any intellectual property rights of any party; (iv) includes any unsolicited or unauthorized advertising, promotional materials, surveys, junk mail, spamming or chain letters; or (viii) contains a software virus, Trojan horse, worm, time bomb, cancelbot, corrupted file, or any other computer file or software designed to interrupt, destroy, damage or limit the functionality of any computer hardware, software or other property; (if) not impersonate any person or entity, including LMN or an unauthorized user of the Services, or falsely state or otherwise misrepresent your affiliation with a person or entity; (jg) not use any device or software to interfere or attempt to interfere with the proper operation of the ServicesPlatform; andand/or (kh) not facilitate or permit any third party to do any of the foregoing. 6.5 Subscriber shall comply with all obligations and/or restrictions regarding the use of the Downloadable Content as Landscape Management Network may communicate in writing from time to time. 6.6 Subscriber 4.4 Partner shall comply with all applicable federal, provincial, state, and local laws, regulations and rules, judicial decisions and administrative orders (“Laws”) as may apply to the Services (and Subscriber’s use thereof) and the Downloadable Content as are in effect at this time or may be in effect during the Term of this Agreement. 6.7 Should the Services permit the uploading of content or the creation of content on the LMN by the Subscriber or Users (“User Generated Content”), Subscriber grants to Landscape Management Network a non-exclusive, world- wide, royalty-free right and license to store, distribute, change the format of, publish, provide and transmit User Generated Content, in any form and by any means whatsoever, solely as required to perform the Services its obligations under this Agreement.

Intellectual Property and Licenses. 6.1 Landscape Management Network owns and its affiliates and licensors own and shall own all intellectual property rights in the LMNLMN and Greenius, including the look and feel of the LMNLMN and Greenius, the underlying technology and know-know- how used in the creation and operation of the LMNLMN and Greenius, the database designs of the LMN and Greenius and the architecture of all related information technology, all anonymized LMN and Greenius usage data, and all content that is not the content of a third party. The intellectual property of Landscape Management Network includes all pre-existing intellectual property owned by or licensed to Landscape Management Network prior to the Effective Date, all intellectual property derived from such intellectual property, and any new proprietary concepts, source code, methods, techniques or processes related to such intellectual property developed by Landscape Management Network during the course of its performance under this Agreement. 6.2 Unless otherwise specified, as between Landscape Management Network and Subscriber, Subscriber acknowledges that Landscape Management Network has all right, title and interest in and to any documents, guides, spreadsheets, videos, tools or other content that is available on the LMN and Greenius for download download, streaming, or printing (“Downloadable Content”). 6.3 Subject to the terms of this Agreement, Landscape Management Network hereby grants Subscriber a limited, non- exclusive, non-transferable, revocable license to:‌to: (a) access and use the LMN and/or Greenius, as applicable, solely for Subscriber’s internal business purposes and for no other purpose; and (b) store, print and copy the Downloadable Content solely in connection with its use of and access to the Services. Subscriber acknowledges that Subscriber does not acquire any ownership rights, title or interest in or to the Downloadable Content by storing, printing or copying the Downloadable Content. 6.4 Except as otherwise expressly provided in this Agreement, Subscriber shall: (a) not allow any person other than a User to access the LMNLMN and/or Greenius, as applicable; (b) not resell or sub-license any of its rights under this Agreement to any other person or entity; (c) not frame or mirror the LMN or any Downloadable Content; (d) not modify, decompile, disassemble, deconstruct, analyze, translate, attempt to extract the source code or otherwise examine for the purpose of reverse engineering the LMN or the Landscape Management Network’s technology; (e) not delete or alter in any way any notices, disclaimers, Landscape Management Network trade-marks (including without limitation LMN), Landscape Management Network copyright notices, trade name or other proprietary notices, symbols, labels or other legends contained in the Services or other materials obtained by Subscriber through use of the LMN or on any copies thereof made by Subscriber in accordance with this Agreement; (f) not attempt to access any systems, programs or data of Landscape Management Network that are not licensed under this Agreement; (g) except as permitted under this Agreement, not copy or reproduce, republish, upload, post, transmit, or distribute the Downloadable Content, or any portion thereof, or facilitate or permit any third party to do so; (h) not publish, upload, post, transmit or otherwise make available any User Generated Content (as defined below) that: (i) Subscriber or User does not have the right to make available; (ii) is unlawful, harmful, vulgar, obscene, hateful or racially, ethnically or otherwise objectionable; (iii) infringes any intellectual property rights of any party; (iv) includes any unsolicited or unauthorized advertising, promotional materials, surveys, junk mail, spamming or chain letters; or (v) contains a software virus, Trojan horse, worm, time bomb, cancelbot, corrupted file, or any other computer file or software designed to interrupt, destroy, damage or limit the functionality of any computer hardware, software or other property; (i) not impersonate any person or entity, including LMN or an unauthorized user of the Services, or falsely state or otherwise misrepresent your affiliation with a person or entity; (j) not use any device or software to interfere or attempt to interfere with the proper operation of the Services; and (k) not facilitate or permit any third party to do any of the foregoing. 6.5 Subscriber shall comply with all obligations and/or restrictions regarding the use of the Downloadable Content as Landscape Management Network may communicate in writing from time to time. 6.6 Subscriber shall comply with all applicable federal, provincial, state, and local laws, regulations and rules, judicial decisions and administrative orders (“Laws”) as may apply to the Services (and Subscriber’s use thereof) and the Downloadable Content as are in effect at this time or may be in effect during the Term of this Agreement. 6.7 Should the Services permit the uploading of content or the creation of content on the LMN by the Subscriber or Users (“User Generated Content”), Subscriber grants to Landscape Management Network a non-exclusive, world- wide, royalty-free right and license to store, distribute, change the format of, publish, provide and transmit User Generated Content, in any form and by any means whatsoever, solely as required to perform the Services under this Agreement.

Intellectual Property and Licenses. 6.1 Landscape Management Network owns and shall own all intellectual property rights in the LMN, including the look and feel of the LMN, the underlying technology and know-how used in the creation and operation of the LMN, the database designs of the LMN and the architecture of all related information technology, all anonymized LMN usage data, and all content that is not the content of a third party. The intellectual property of Landscape Management Network includes all pre-existing intellectual property owned by or licensed to Landscape Management Network prior to the Effective Date, all intellectual property derived from such intellectual property, and any new proprietary concepts, source code, methods, techniques or processes related to such intellectual property developed by Landscape Management Network during the course of its performance under this Agreement. 6.2 Unless otherwise specified, as between Landscape Management Network and Subscriber, Subscriber acknowledges that Landscape Management Network has all right, title and interest in and to any documents, guides, spreadsheets, tools or other content that is available on the LMN for download or printing (“Downloadable Content”). 6.3 Subject to the terms of this Agreement, Landscape Management Network hereby grants Subscriber a limited, non- exclusive, non-transferable, revocable exclusive license to:‌to: (a) access and use the LMN solely for Subscriber’s internal business purposes and for no other purpose; and (b) store, print and copy the Downloadable Content solely in connection with its use of and access to the Services. Subscriber acknowledges that Subscriber does not acquire any ownership rights, title or interest in or to the Downloadable Content by storing, printing or copying the Downloadable Content. 6.4 Except as otherwise expressly provided in this Agreement, Subscriber shall: (a) not allow any person other than a User to access the LMN; (b) not resell or sub-license any of its rights under this Agreement to any other person or entity; (c) not frame or mirror the LMN or any Downloadable Content; (d) not modify, decompile, disassemble, deconstruct, analyze, translate, attempt to extract the source code analyze or otherwise examine for the purpose of reverse engineering the LMN or the Landscape Management Network’s technology; (ed) not delete or alter in any way any notices, disclaimers, Landscape Management Network trade-marks (including without limitation LMN), Landscape Management Network copyright notices, trade name or other proprietary notices, symbols, labels or other legends contained in the Services or other materials obtained by Subscriber through use of the LMN or on any copies thereof made by Subscriber in accordance with this Agreement; (fe) not attempt to access any systems, programs or data of Landscape Management Network that are not licensed under this Agreement; (gf) except as permitted under this Agreement, not copy or reproduce, republish, upload, post, transmit, or distribute the Downloadable Content, or any portion thereof, or facilitate or permit any third party to do so; (h) not publish, upload, post, transmit or otherwise make available any User Generated Content (as defined below) that: (i) Subscriber or User does not have the right to make available; (ii) is unlawful, harmful, vulgar, obscene, hateful or racially, ethnically or otherwise objectionable; (iii) infringes any intellectual property rights of any party; (iv) includes any unsolicited or unauthorized advertising, promotional materials, surveys, junk mail, spamming or chain letters; or (v) contains a software virus, Trojan horse, worm, time bomb, cancelbot, corrupted file, or any other computer file or software designed to interrupt, destroy, damage or limit the functionality of any computer hardware, software or other property; (i) not impersonate any person or entity, including LMN or an unauthorized user of the Services, or falsely state or otherwise misrepresent your affiliation with a person or entity; (jg) not use any device or software to interfere or attempt to interfere with the proper operation of the Services; and (kh) not facilitate or permit any third party to do any of the foregoing. 6.5 Subscriber shall comply with all obligations and/or or restrictions regarding the use of the Downloadable Content as Landscape Management Network may communicate in writing from time to time. 6.6 Subscriber shall comply with all applicable federal, provincial, state, and local laws, regulations and rules, judicial decisions and administrative orders (“Laws”) as may apply to the Services (and Subscriber’s use thereof) and the Downloadable Content as are in effect at this time or may be in effect during the Term of this Agreement. 6.7 Should the Services permit the uploading of content or the creation of content on the LMN by the Subscriber or Users (“User Generated Content”), Subscriber grants to Landscape Management Network a non-non- exclusive, world- world-wide, royalty-free right and license license, during the Term, to store, distribute, change the format of, publish, provide and transmit User Generated Content, in any form and by any means whatsoever, solely as required to perform the Services under this Agreement.