LICENCE AND USE. 7.1. Experian grants the Reseller a non-exclusive licence to use any Experian Materials provided to the Reseller as part of the Services in the Territory for the Permitted Purpose on any licence terms identified in the Schedule, which shall include the right to:
7.1.1. incorporate the Experian Materials into the Reseller Products in accordance with any Documentation;
7.1.2. sell the Reseller Products (incorporating Experian Materials) to an End User, within the Territory solely for the End User Permitted Purpose; and
7.1.3. provide to the End User (on request) of a copy of any Experian Data used in the Reseller Products solely for Audit Purposes
7.2. The Licence granted under Clause 7.1 is made separately in respect of each individual element of the Experian Materials and commences on the day that each such element of the Experian Materials are first made available to the Reseller. The Licence will automatically expire on termination of this Agreement for any reason (unless the licence is expressed in the Schedule to be perpetual in which case the licence and any terms relating to the extent and/or exercise of that licence shall remain in force notwithstanding termination of the Agreement, except if termination is by Experian under Clause 11.1)
7.3. The Reseller grants Experian or shall procure the grant of a royalty free, non-exclusive, non-transferable licence to use and copy any Reseller Materials solely for the purposes of:
7.3.1. performing this Agreement; and
7.3.2. complying with any requests made to Experian under statute and/or regulation.
7.4. The Reseller agrees that it will:
7.4.1. use the Services and Experian Materials for the Permitted Purpose only and in accordance with any Documentation;
7.4.2. procure that the End User complies with the End User Permitted Purpose;
7.4.3. except as expressly permitted in Clause 7.1, not sell, transfer, sub-license, distribute, commercially exploit or otherwise make available to, or use for the benefit of, any third party any of the Services or Experian Materials;
7.4.4. not (and will not allow the End User or any third party to) adapt, alter, modify, reverse engineer, de- compile or otherwise interfere with the Experian Materials without the prior written consent of Experian or as otherwise permitted by law;
7.4.5. only take such copies of the Experian Materials as are reasonably required for the use of the Experian Materials in accordance with this Agreement.
7.4.6. Not (and will not allow the End User or...
LICENCE AND USE. 5.1 Experian grants the Client a non-exclusive, non-transferable licence to use the Licensed Materials in Australia solely for the internal business purposes of the Client. The Client shall not be entitled to sell, sublicense or otherwise commercially exploit the Services. The licence granted will automatically expire on termination of this Agreement for any reason, and the Client shall immediately cease use of the Services and Licensed Materials. The Client grants Experian and/or Experian group companies a royalty-free, non-exclusive, non-transferable licence to use and copy any of the materials, data or databases owned by the Client and provided to Experian solely for the purpose of Experian fulfilling its obligations under this Agreement.
LICENCE AND USE. 6.1 The Client grants Experian a worldwide, irrevocable, non-exclusive, transferable, fully paid-up, and royalty-free license:
6.1.1 to anonymise and aggregate where applicable the Social Data and Activity Data during the term of the Agreement, and for a reasonable period of not less than six weeks thereafter, to produce Anonymised Data and to create Insights; and
6.1.2 to perpetually use and analyse the Anonymised Data for the purposes of
(i) Experian’s business intelligence (including enhancing the applicable features and functionality of the Services); and/or
(ii) Experian’s marketing and sales collateral including the Insights.
6.2 Experian shall be the exclusive owner of the Insights and the Anonymised Data. The Insights and Anonymised Data shall be anonymised and shall not include Client Data, Personal Data or Social Data.
6.3 The Services may use Cookies to track advertising effectiveness and/or to identify unique website users. This will involve either Experian domain Cookies or Client domain Cookies. In relation to the Services provided to the Client, the Client shall be responsible for providing notice relating to such Cookies to the user of the web browsers and obtain lawful consent from the user for the use of such Cookies including as may be required by the DPA and/or the Privacy and Electronic Communications Regulations 2003 (as amended).
6.4 The Client will ensure that the Authorised Users use the Services in accordance with this Agreement and that where a password is issued by Experian that each Authorised User shall keep his password confidential. For the avoidance of doubt, this paragraph is not relevant to Managed Services where the Client does not have Authorised Users using the Services.
6.5 The Client undertakes that it will not use the Services for any immoral or unlawful purposes or to distribute any Content or other Client Data which contains any of the following:
6.5.1 unlawful, immoral, threatening, abusive, libellous, harassing, blasphemous, defamatory, obscene, pornographic, profane, or otherwise objectionable information, including without limitation any transmission constituting or encouraging conduct that would constitute a criminal offence, give rise to civil liability, or otherwise violate any local, state, federal or international law or regulation;
6.5.2 misleading or deceptive information or any misrepresentation with respect to products or services offered by the Client;
6.5.3 chain letters, illegal pyramid, or “Ponzi”...
LICENCE AND USE. 7.1. Clause 17.1 of the Terms and Conditions is deleted and replaced with the following:
17.1 The Client grants Experian a worldwide, irrevocable, non-exclusive, sub-licensable, transferable, fully paid-up, and royalty-free licence to:
17.1.1 Use, store, display, reproduce, modify, create derivative works, perform and distribute the Client Materials for the performance of this Agreement;
17.1.2 anonymise and aggregate where applicable the Activity Data during the term of the Agreement, and for a reasonable period of not less than six weeks thereafter, to produce Anonymised Data and to create Insights; and
17.1.3 perpetually use and analyse the Anonymised Data for the purposes of
(i) Experian’s business intelligence (including enhancing the applicable features and functionality of the Services); and/or
(ii) Experian’s marketing and sales collateral including the Insights.
LICENCE AND USE. 3.1 In addition to the licence granted under Clause 9 in the Terms and Conditions, Bottomline permits Customer Group Companies’ Authorised Users to use PTX, Software and/or Templates for its day-to-day business purposes and only in accordance with the Product Documentation and Licence Metrics. The Customer shall procure that the Customer Group Companies comply with Customer’s obligations under the Agreement when using Bottomline Solutions and the Customer shall remain solely liable for all acts and omissions of Customer Group Companies in connection with the use of Bottomline Solutions.
3.2 Where Bottomline Solutions are licensed for Test purposes, then the following shall apply:
(a) the Customer shall not make Bottomline Solutions available to any third party, including End Users; and
(b) subject to Clause 13.2 in the Terms and Conditions, Bottomline Solutions are made available on an “AS IS” basis and the SLA shall not apply.
3.3 Bottomline warrants that where a Transaction contains card payment instructions the processing of which would require PCI-DSS compliance, that its contracted third party processor shall be PCI-DSS compliant.
3.4 Bottomline represents and warrants that PTX Subscription Services shall comply, in all material respects, with the applicable laws and regulations of England and Wales.
3.5 Each Annex titled “PTX Product Schedule: Annex for [Product Name]” shall apply as further described therein. This Annex shall apply and supplement the Bottomline Hosted Services Master Customer Agreement: PTX Product Schedule where the Customer procures PTX Account Visibility Subscription Service.
LICENCE AND USE. 5.1 Where the Customer is making payments via SWIFT, Bottomline shall host the Customer’s SWIFT BIC(s) and/or Distinguished Name(s) within Bottomline Infrastructure and shall provide the Customer with connectivity to the SWIFT network in accordance with the Order Form and the SLA.
5.2 The Customer shall provide Bottomline in writing with the names and contact details of at least two (2) Customer administrators who are authorised to approve security and change requests on behalf of the Customer, stating their level of authority in respect of such approvals. This list will also include the contacts required if Bottomline needs to invoke disaster procedures and appropriate replacements or escalation path if the usual contacts are unavailable.
5.3 Bottomline represents and warrants that Global Payments Hub and Cash Management Subscription Services shall comply, in all material respects, with the applicable laws and regulations of England and Wales.
5.4 Subscription Bands: Band CM Visibility (No. of Transactions per day) CM Forecasting (No. of Transactions per day) CM Optimizatio n (No. of Transactions per day) GPH XXXXX FIN & Interact (BIC 11) (No. of inbound statements per month) GPH Global Payments Hub (No. of payments per day) GPH SWIFT FIN & Interact (BIC 8) (No. of messages per month) GPH SWIFT FileAct (kB per month)
LICENCE AND USE. (a) We own a number of surfboard storage spaces (Storage Space) in the e-bike and surfboard storage shed located on the common property at 0 Xxxx Xxxxxx, Xxxxx Xxx (Storage Shed).
(b) The Storage Shed is only accessible with an access key (Access Key) issued by Precise Property at 0 Xxxxxx Xxxxxx, Xxxxx Bay (Facility Manager).
(c) We may change details of the Facility Manager by written notice to you at any time.
(d) Subject to You obtaining an Access Key, We give you a licence to use a Storage Space on the terms and conditions of this Licence.
(e) You agree that this Licence is personal to You and only You are authorised to use the Access Key and You must not give the Access Key to anyone else or allow access to the Storage Shed to any person who has not been issued with an Access Key.
(f) You are only entitled to use one Storage Space at a time for a single surfboard.
(g) You must not use or interfere with any of the E-Bikes stored in the Storage Shed at any time unless You also have an E-Bike licence.
(h) You must follow any rules, policies or directions that We or the Facility Manager implement from time to time about the use of the Storage Spaces and the use of the Storage Shed.
(i) You acknowledge that before the Start Date You have inspected the Storage Space and acknowledge that You use the Storage Space and access the Storage Shed at your own risk entirely.
LICENCE AND USE. 3.1 Subject to the terms and conditions contained in this Agreement and Customer’s payment of applicable Software licence fees, the Company hereby grants to the Customer a non-exclusive, non-transferable, irrevocable and perpetual licence (unless otherwise specified at time of purchase in an Order), without rights to sublicense, to use the Software for the purpose as set forth in the applicable documentation for the Software; and according to the licence restrictions set forth at time of purchase in accordance with this Clause 3.
3.1.1 Customer acknowledges and agrees that it shall only use the Software licensed under this Agreement for its own benefit and where licensed on an Enterprise basis, for the benefit of those Customer Group Companies permitted to access the Software.
3.1.2 Should the Customer make back-up copies of its Software environments, such backup copies may not be utilised at the same time as the live Software environment and may only be used in event of a failure of the live Software environment. Where a back-up copy of the Software is installed, the original instance of the Software shall no longer be licensed for use and must be permanently deleted without delay. For the avoidance of doubt backup copies of the Software may not be used for temporary or permanent testing, disaster recovery provision or any other purposes.
3.1.3 Customer will not otherwise copy, translate, modify, adapt, decompile, disassemble or reverse engineer the Software, except only when and to the limited extent that applicable law expressly permits such activity irrespective of the limitations contained herein.
3.2 The Software is licensed in accordance with the relevant Order on either a “Corporate” or “Enterprise” basis as defined below; and with one or more of the additional licence parameters also specified below and reflected in an Order.
LICENCE AND USE. 3.1 The Council in return for the payment of the Fee in advance of this Agreement grants to the Licensee, a non-exclusive, irrevocable licence to use the Urban Model in accordance with this Clause 3 and Clause 4 and for the Term throughout the world and for no other purpose and in no manner whatsoever, subject always to the terms and conditions herein.
3.2 The Licensee may publish, market or distribute Derivatives of the Urban Model Data only for the purposes of a planning application or for any of the project(s) detailed in Part 2 of Schedule 1 and any other project(s) as may be agreed, in writing, between the Parties.
3.3 The Licensee undertakes not to do anything that would in the reasonable opinion of the Council, cause damage to the reputation of the Council, or to the Urban Model.
3.4 No Urban Model Data may be:
3.4.1 published, marketed, distributed in full or in excerpts (any part thereof), except where such publishing, marketing and distributing is in accordance with Clause 3.2;
3.4.2 transferred, sold or sublicensed in full or in excerpts (any part thereof);
3.4.3 published, marketed, distributed, transferred, sold or sublicensed as part of a software application, data or any other product from which any original Urban Model Data, or any part thereof, or any substantially similar version of the original Urban Model can be separately exported, extracted or decompiled into any redistributable form or format; or
3.4.4 published, marketed, distributed, transferred, sold or sublicensed as “clip art” or the like.
3.5 The Licensee must seek the prior written approval of the Council Representative should the Licensee wish to carry out any of the actions set out in Clauses 3.4.1 to 3.4.4.
3.6 The Urban Model Data must not under any circumstances be used in, or in conjunction with, pornographic, defamatory, obscene, fraudulent, libellous, infringing, immoral or illegal material.
3.7 The Licensee accepts that the Urban Model Data is based on survey data obtained prior to January 2006.
3.8 It is the Licensee's responsibility to ensure the Predefined Area meets the Licensee's requirements prior to signing this Agreement.
3.10 The Licensee undertakes to provide to the Council an electronic copy (the format of which is to be agreed by both parties) of the file containing the Urban Model that forms part of any planning application approved by the Council and grant to the Council licence to use the aforementioned file and the Urban Model contained therein for the...
LICENCE AND USE. 6.1 The Supplier grants the Service User a non-exclusive, revocable right to use the Service and Software in accordance with the terms and conditions of this Agreement.
6.2 When this Service User Agreement is terminated, the Service User shall forego its right to use the Service and Software (including any associated documentation). At the same time, the Supplier’s obligations related to the Service in this Agreement shall cease to exist, unless expressly agreed in writing by the Parties.
6.3 All upgrades of the Software are included, at no extra charge, during the term of the Agreement.
6.4 The Service User shall not modify or remove any copyright or proprietary notices on the Software.
6.5 The Service User shall not decompile, reverse engineer, disassemble or otherwise reduce any part of the Software to human-readable form nor permit any third party to do so.
6.6 Save as otherwise provided, the Service User shall not, and shall not permit any third party to copy, make error corrections to or otherwise modify or adapt the Software nor to create derivative works based upon the Software.
6.7 Save as otherwise provided, the Service User shall not provide access to the Software or issue licences of the Software to any third party without prior written permission from the Supplier.
6.8 The Service User shall implement and maintain adequate measures to safeguard the Software from access or use by any unauthorised person not belonging to the Service User’s user base and shall further indemnify the Supplier from any claim arising as a result of its breach of this clause including as may arise under the Data Protection Xxx 0000 or any related data protection legislation.
6.9 The Service User shall comply with all reasonable instructions of the Supplier with regard to the use of the Software, including without limit, the implementation of upgrades to the Software, specified operating system, computer hardware, network configurations or otherwise which the Supplier may provide from time to time.
6.10 The Service User shall indemnify the Supplier from any consequences of using 3rd party products with the Software and the Supplier take no responsibility for the performance of the Software as a result of any third party products used with the Software.
