License Grant and Limitations. Seller hereby grants to Apple and Apple contractors, consultants, and/or agents, a nonexclusive, transferable, worldwide, royalty-free, fully paid, perpetual license (unless specified otherwise in an ordering document) to use, display and reproduce the Software. Seller reserves all rights not expressly granted to Apple herein. Apple shall not decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Software except as permitted by law and this Agreement. All Software shall be delivered electronically; if Seller is unable to deliver Software electronically, it shall deliver media containing the Software and Documentation to Apple at 00000 X.X. Xxxxxxxxx Road, Suite 400, Portland, Oregon 97223 (503/293-8400).
License Grant and Limitations. (a) Subject to all terms and conditions of this License Agreement, MS grants to COMPANY, a non-exclusive, limited, world-wide license to:
(i) use the OAK on COMPANY premises in accordance with the instructions contained in the OAK for the following limited purposes:
(A) creating an OEM abstraction layer for the Licensed Product on the Devices;
(B) testing the Devices;
(C) creating device drivers for the Devices; and
(D) designing and developing COMPANY Applications.
(ii) distribute the OAK’s “redistributable files” in object code form only with COMPANY Applications, provided that:
(A) COMPANY Applications are designed to operate with the Licensed Product and are compatible with the applicable Licensed Product application programming interfaces (“APIs”) and protocols;
(B) COMPANY includes MS’ or MSCORP’s copyright notices for the Licensed Product(s) on the disk label and/or on the title page of the documentation for COMPANY Applications; and
(C) COMPANY hereby indemnifies, holds harmless, and defends MS and its Suppliers from and against any third party claims or lawsuits, including attorneys’ fees, that arise or result from the use or distribution of COMPANY Applications subject to the following:
(i) MS shall promptly notify COMPANY in writing of such claim;
(ii) COMPANY shall have sole control over the defense and/or settlement of such claim subject to Section 2(a)(ii)(C)(iii)-(v)
(iii) MS shall provide COMPANY with reasonable assistance in the defense of the claim;
(iv) MS and/or MSCORP shall have the right to participate in the defense and/or settlement at MS’s or MSCORP’s sole expense; and
(v) COMPANY shall not consent to the entry of any judgment orany settlement that materially affects the rights and interests of MS or MSCORP without the prior, written consent of MS and/or MSCORP, which consent shall not be unreasonably withheld.
(iii) install one (1) copy of the Licensed Product Binaries as part of the Image on a Memory Medium and place one (1) Memory Medium into a Device;
(iv) distribute one (1) copy of Licensed Product Binaries as part of the Image in the Device;
(v) distribute one (1) copy of the XXXX, APM and End User Documentation with the Device; and
(vi) sublicense the Image to the licensed end user by means of the XXXX. For clarification, COMPANY’s non-exclusive, limited, world-wide license includes use by (1) COMPANY employees in the scope of their employment with COMPANY; and (2) individuals under COMPANY’s direct supervision and control w...
License Grant and Limitations. (a) If COMPANY is creating a Final Product, then subject to all terms and conditions of this Agreement, MS grants to COMPANY a non-exclusive, non-transferable, world-wide license to:
(i) reproduce, install and test the Licensed Technology Binaries on or into Final Product(s);
(ii) engage a third party installer to perform on behalf of COMPANY the actions described in Section 2(a)(i);
(iii) obtain the Licensed Technology Binaries on, in or with an Interim Product from an Interim Product Provider and reproduce and install such Licensed Technology Binaries on or into a Final Product; and
(iv) distribute to end users, directly or through COMPANY’s distributors, resellers, dealers and others in its distribution channels (each a “Channel Entity”), the Licensed Technology Binaries as an integrated part of a Final Product for further distribution by such Channel Entities to End Users and use by such End Users.
(b) If COMPANY is creating an Interim Product, then subject to all terms and conditions of this Agreement, MS grants to COMPANY a non-exclusive, world-wide royalty-free, license to:
(i) reproduce, install and test the Licensed Technology Binaries on or into Interim Product(s);
(ii) engage a third party installer to perform on behalf of COMPANY the actions described in Section 2(b)(i);
(iii) obtain the Licensed Technology Binaries on, in or with an Interim Product from an Interim Product Provider and reproduce and install such Licensed Technology Binaries on, into or with an Interim Product;
(iv) distribute Interim Products to Authorized OEMs solely for installation and distribution in Final Products, under such business terms negotiated between Authorized OEMs and COMPANY which are not inconsistent with the terms of this Agreement; and
(v) distribute the Licensed Technology Binaries to Channel Entities as part of an Interim Product solely for further distribution to Authorized OEMs; provided COMPANY agrees to be liable for any unauthorized distribution by any Channel Entity (other than an Authorized OEM) as if such unauthorized distribution was done by COMPANY directly.
(c) Except as expressly set forth in Sections 2(a)(ii) and 2(b)(ii) and the COMPANY Subsidiary Schedule, COMPANY shall not sublicense the rights granted hereunder to any third party. No COMPANY Subsidiary shall sublicense any of the rights granted to it hereunder.
(d) Except as set forth in Sections 2(a) and 2(b) above, COMPANY shall not distribute or make the Licensed Technology Binaries ava...
License Grant and Limitations. Exchange Collective grants to Brand, and Brand hereby accepts, during the term of this Agreement and subject to all terms and conditions of this Agreement, a non-exclusive, non-transferable and non-sub-licensable license to use the Exchange Collective Platform to list product inventory to be sold by retailers.
License Grant and Limitations. For the duration of Customer’s purchased subscription term, ACAS hereby grants to Customer on the terms and conditions herein a limited, revocable, non-transferable and non-exclusive right to access and use the Service for Customer’s internal business purposes only. This license is for use of the Service by the named Customer only or in the event Customer is a business entity, then for the use by a limited number of authorized users of Customer. In the event Customer is a business entity, Customer may allow its authorized users to use the Service for Customer’s internal business purposes and Customer is responsible for its authorized users’ compliance with this Agreement. Each authorized user will have a unique user ID and password for his or her access to the Service. Customer is responsible for maintaining the security and confidentiality of all usernames and passwords. Customer shall not disclose or make available passwords other than to its authorized users and shall use best efforts to prevent unauthorized access to, or use of, the Service. Customer may allow that his authorized user may assign user IDs and passwords to another authorized user within Customer entity, however it is on Customer risk. In the event Customer makes such passwords available to any third-party, Customer shall be solely liable for all actions taken by such third-party and resulting consequences. Customer agrees to notify ACAS immediately of any unauthorized use, loss or theft of any username, password or access key, or any other known or suspected breach of security. Violation of any of the above provisions may result in immediate termination of this Agreement. Customer has also a right to close and delete user accounts without giving a reason and without additional information to the user. Customer need to notify ACAS about each such case.
License Grant and Limitations. LICENSOR grants to LICENSEE a non-assignable, indivisible, non-transferable, and non-exclusive right and license to use, install and have installed and copy the SOFTWARE, subject to the following restrictions:
1. LICENSEE may ONLY use, install or have the object code of the SOFTWARE installed on a server, network or computer physically located on its premises, unless expressly authorized in writing by LICENSOR.
2. LICENSEE may ONLY store the object code of the SOFTWARE on a storage device physically located on its premises, unless expressly authorized in writing by LICENSOR.
3. LICENSEE may ONLY keep copies of the documentation for the SOFTWARE on its premises, unless expressly authorized in writing by LICENSOR.
4. LICENSEE may make ONLY the number of copies of the object code of the SOFTWARE and documentation for the SOFTWARE that it needs, provided this is done only on its premises.
5. The rights granted to LICENSEE under this Section C shall be for the term of five (5) years (“Initial Term”) and, at LICENSEE’s written election, such term shall be renewable for a term of one (1), two (2), three (3), four (4) or five (5) years.
6. LICENSEE shall take adequate and reasonable precautions to preclude unauthorized persons from having access to the SOFTWARE and to exercise all due care and attention in the use of passwords associated with the use of the object code of the SOFTWARE. This includes, but is not limited to, compliance with accepted good practices in the use and maintenance of passwords, such as not disclosing them to unauthorized persons.
7. LICENSEE shall not modify, translate, adapt, reverse engineer, improve upon, add to or disassemble the SOFTWARE, create a derivative work based upon the SOFTWARE, attempt to construct the source code of the SOFTWARE, or disable any security measure in the object code of the SOFTWARE.
8. The object code of and documentation for the SOFTWARE is licensed as a single product and its component parts shall not be separated or removed for any reason.
9. LICENSEE shall not disclose the SOFTWARE to any unauthorized person without first obtaining the express written consent of the LICENSOR.
10. Upon three (3) working days’ notice, LICENSEE shall allow LICENSOR reasonable access to its premises so that LICENSOR may conduct a meaningful inspection of LICENSEE’s servers where the SOFTWARE is stored or installed to determine if LICENSEE is in compliance with the terms of this Agreement. Such access shall also include enablin...
License Grant and Limitations. Seller hereby grants to ACWN and ACWN contractors, consultants, and/or agents, a nonexclusive, transferable, worldwide, royalty-free, fully paid, perpetual license (unless specified otherwise in an ordering document) to use, display and reproduce the Software. Seller reserves all rights not expressly granted to ACWN herein. ACWN shall not decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Software except as permitted by law and this Agreement. All Software shall be delivered electronically; if Seller is unable to deliver Software electronically, it shall deliver media containing the Software and Documentation to ACWN at 00000 X.X. Xxxxxxxxx Road, Suite 400, Portland, Oregon 97223 (503/293-8400).
License Grant and Limitations. Supplier grants to Boston Dynamics and Boston Dynamics’ contractors, consultants, and/or agents, a nonexclusive, transferable, worldwide, royalty-free, fully paid, perpetual license (unless specified otherwise in an ordering document) to use, display and reproduce the Software. Supplier reserves all rights not expressly granted to Boston Dynamics herein. Boston Dynamics shall not decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Software except as permitted by law or the Agreement.
License Grant and Limitations. Upon issuance of an Activation Key, and subject to the payment of the applicable License Fee and all other terms of this Agreement, Licensor grants Subscriber a nonexclusive, nontransferable, nonsublicensable, right to download, install, and use the Software solely for Subscriber's internal operations. Subscriber may make copies of the Software solely for back-up and archival needs. Subscriber must use the Software in compliance with all applicable laws and regulations. Except as otherwise expressly permitted by applicable law, Subscriber will not and will not allow any third party to: (a) alter, translate, decompile, disassemble, or reverse engineer any portion of the Software, make any attempt to discover any source code or underlying ideas or algorithms of the Software or make any attempt to disable the Activation Key; or (b) rent, lease, or otherwise permit third parties to use the Software. Subscriber will use reasonable efforts to prevent any unauthorized use of the Software and immediately notify Licensor in writing of any unauthorized use that comes to Subscriber’s attention. If there is unauthorized use by anyone who obtained access to the Software directly or indirectly through Subscriber, Subscriber will take all steps reasonably necessary to terminate the unauthorized use. Subscriber will cooperate and assist with any actions taken by Licensor to prevent or terminate unauthorized use of the Software. The Software contains materials licensed by Licensor from third parties and Subscriber acknowledges and agrees that such third parties shall be considered third party beneficiaries of this Agreement with an independent right of enforcement, in their own name. Licensor and its licensors retain all ownership, right, title, and interest in and to the Software and copies of the Software, and to all components, enhancements, modifications, translations, and derivatives thereof, including without limitation all copyrights, patents, and trade secrets. Subscriber will maintain the copyright notice on the Software and on any copies. All of the limitations and restrictions on the Software in this Agreement also apply to all documentation. All rights not specifically granted to Subscriber herein are reserved to Licensor.
License Grant and Limitations. Vendor hereby grants to Phase Four and Phase Four contractors, consultants, and/or agents, a nonexclusive, transferable, worldwide, royalty-free, fully paid, perpetual license (unless specified otherwise in an ordering document) to use, display and reproduce the Software. Vendor reserves all rights not expressly granted to Phase Four herein. Phase Four shall not decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Software except as permitted by law and this Agreement. All Software shall be delivered electronically.
