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License Grant to Contractor Sample Clauses

License Grant to ContractorAs of the Effective Date, the County hereby grants, and Contractor hereby accepts, a limited, non- exclusive, non-transferable, royalty-free right and license to use the County Works during the Term, to the extent necessary and appropriate for the sole purpose of Contractor’s performing the Services, and operating and supporting and maintaining the eGovernment Systems, subject to, and as provided for by, the terms and conditions of this Agreement. Contractor acknowledges that the County Works represent the valuable, intellectual property of the County. To the extent necessary for Contractor to provide the Services, such license grant extends to Subcontractors designated by Contractor that sign a written agreement to be bound by all of the terms contained herein applicable to the County Works. Contractor and its Subcontractors shall not (a) use any of the County Works for the benefit of any Person other than the County, or (b) reverse assemble, reverse engineer, translate, disassemble, decompile any of the County Works without the prior written approval of the County, which may be withheld in the County’s sole discretion.
License Grant to Contractor. As of the Cutover Date for each Service Framework, the County hereby grants to the Contractor a limited, non-exclusive, non-transferable, royalty-free right and license to use solely those County Works provided to Contractor pertaining to such applicable Service Framework during the Term and any period of Disentanglement, to the extent necessary and appropriate for the sole purpose of Contractor performing the Services, subject to, and as provided for by, the terms and conditions of this Agreement. Contractor acknowledges that the County Works represent the valuable, intellectual property of the County (or its licensors). To the extent necessary for Contractor to provide the Services, such license grant extends to Subcontractors designated by Contractor that sign a written agreement to be bound by all of the terms contained herein applicable to the County Works. To the extent any County Works are comprised of Third-Party Works, such license grant shall be subject to Contractor having obtained any Required Consents. Contractor and its Subcontractors shall not (i) use any of the County Works for the benefit of any Person other than the County, (ii) reverse assemble, reverse engineer, translate, disassemble, decompile any of the County Works without the prior written approval of the County, which may be withheld in the County’s sole discretion, or (iii) in violation of any license for Third-Party Works.
License Grant to ContractorThe County hereby grants to Contractor a limited, non-exclusive, non-transferable, royalty-free right and license to use the Work Product during the Term and any period of Disentanglement, to the extent necessary and appropriate for the sole purpose of Contractor’s performing the Services, subject to, and as provided for by, the terms and conditions of this Agreement. To the extent necessary for Contractor to provide the Services, such license grant extends to Subcontractors designated by Contractor that sign a written agreement to be bound by all of the terms contained herein applicable to the Work Product. Contractor and its Subcontractors shall not (i) use any of the Work Product for the benefit of any Person other than the County, or (ii) reverse assemble, reverse engineer, translate, disassemble, decompile any of the Work Product without the prior approval of the County, which may be withheld in the County’s sole discretion.
License Grant to Contractor. Subject to the County’s Intellectual Property Rights in the Work Product and the Deliverables, the County hereby grants, and Contractor hereby accepts, a limited, non-exclusive, non-transferable, royalty-free right and license to use the Deliverables during the Term, to the extent necessary and appropriate for the sole purpose of Contractor’s performing the Services, providing other Deliverables, and operating and supporting and maintaining the eGovernment Systems, subject to, and as provided for by, the terms and conditions of this Agreement. To the extent necessary for Contractor to provide the Services, such license grant extends to Subcontractors designated by Contractor that sign a written agreement to be bound by all of the terms contained herein applicable to the Deliverables. Contractor and its Subcontractors shall not (i) use any of the Work Product for the benefit of any Person other than the County, or (ii) except to the extent necessary to perform the Services, reverse assemble, reverse engineer, translate, disassemble, decompile any of the Work Product without the prior approval of the County, which may be withheld in the County’s sole discretion. Contractor shall promptly and fully disclose and deliver all Work Product to the County, in writing (and, with respect to any Software component, in both source code and object code form), together with appropriate user manuals and all other Documentation necessary and sufficient to initially satisfy all of Contractor’s related obligations under this Agreement (including the warranties set forth herein) with respect to such Work Product. Contractor shall, at the County’s expense, execute and deliver any and all patent, copyright, and other applications, assignments, and other documents or instruments that the County reasonably requests for securing and protecting the Work Product and all Intellectual Property Rights therein or pertaining thereto. The County shall have the sole and exclusive power to file and prosecute such applications and other documents and to take all other similar action concerning the Work Product or their protection. As requested by the County, Contractor shall promptly and fully cooperate in a lawful manner with the County (or any third parties designated by the County), at the expense of the County, in the preparation and prosecution of all such applications and other documents and in any legal actions and proceedings concerning the Work Product.
License Grant to Contractor. Subject to the County’s Intellectual Property Rights in the Work Product and the Deliverables, the County hereby grants, and Contractor hereby accepts, a limited, non-exclusive, non-transferable, royalty-free right and license to use the Deliverables during the Term, to the extent necessary and appropriate for the sole purpose of Contractor’s performing the Services, providing other Deliverables, and operating and supporting and maintaining the eGovernment Systems, subject to, and as provided for by, the terms and conditions of this Agreement. To the extent necessary for Contractor to provide the Services, such license grant extends to Subcontractors designated by Contractor that sign a written agreement to be bound by all of the terms contained herein applicable to the Deliverables. Contractor and its Subcontractors shall not (i) use any of the Work Product for the benefit of any Person other than the County, or (ii) except to the extent necessary to perform the Services, reverse assemble, reverse engineer, translate, disassemble, decompile any of the Work Product without the prior approval of the County, which may be withheld in the County’s sole discretion.

Related to License Grant to Contractor

  • Payment to Contractor The TOWN agrees to pay at the rates specified for SERVICES satisfactorily performed in accordance with this contract. Unless otherwise specified, the CONTRACTOR shall submit an itemized invoice to the TOWN by the end of the month during which SERVICES are performed. Payment will be processed promptly upon receipt and approval by the TOWN of the invoice.

  • Payment to Consultant Upon receipt of a properly prepared invoice and confirmation that the Required Services detailed in the invoice have been satisfactorily performed, City shall pay Consultant for the invoice amount within thirty (30) days. Payment shall be made in accordance with the terms and conditions set forth in Exhibit A and section 2.4, below. At City’s discretion, invoices not timely submitted may be subject to a penalty of up to five percent (5%) of the amount invoiced.

  • Compensation to Contractor The terms related to the price of the goods and/or services to be provided under this Agreement and the terms of payment to the Contractor are described in more detail in Attachment “B” to this Agreement: Price and Payment Information.

  • License Grant If Products include software, firmware or documentation, Supplier grants to DXC a non-exclusive, perpetual, royalty free, worldwide license to use, reproduce, display, prepare derivative works of the documentation and distribute such works, software, firmware or documentation directly or as integrated into DXC products, and to sublicense such rights to third parties. Supplier shall identify all licenses and deliver to DXC all materials required to meet the requirements of any licenses for third party software that is included in the Products. Supplier shall deliver to DXC the source code for any software licensed under a license that has a source availability requirement (such as the GNU General Public License). If the source code is not included with the material that Supplier has previously delivered, Supplier shall deliver within seven (7) days after DXC’s request the source code for any software licensed under an open source license that has a source availability requirement. Supplier grants DXC the right to duplicate and distribute the materials as necessary.

  • License Granted Subject to the terms and conditions of this Agreement and in consideration of Licensee’s obligation to pay monetary fees as outlined in Schedule A, such fees which may be adjusted from time to time by mutual written consent of the parties, Licensor hereby grants, and Licensee hereby accepts, a worldwide, non-exclusive, non-transferable, irrevocable, perpetual right and licence, to use the Software and all related documentation for use in sports related mobile apps. Licensor also grants permission to Licensee to make and create customizations, updates or corrections to the Software. The parties agree that Licensor shall continue to own all right, title and interest in and to the Software and all intellectual property rights embodied therein or related thereto including, but not limited to, the source and object codes and any customizations, updates and corrections to the Software. Except as expressly provided herein, no intellectual property rights are granted to Licensee by implication, estoppel, or otherwise. Licensee will safeguard the Software and its related materials with that degree of normal due care commensurate with reasonable standards of industrial security for the protection of trade secrets and proprietary information so that no unauthorized use is made of them and no disclosure of any part of their contents is made to anyone other than Licensee’s employees, agents or consultants whose duties reasonably require such disclosure, or as necessary in the ordinary course of business. Licensee shall make all such persons fully aware of their responsibility to fulfill the obligations of Licensee under this Agreement.

  • Sublicense Grant Licensee will be entitled to grant Sublicenses to third parties under the license granted pursuant to Section 2.1 subject to the terms of this Section 2.3. Any such Sublicense shall be on terms and conditions in compliance with and not inconsistent with the terms of this Agreement. The grant of a Sublicense shall not in any way diminish or alter Licensee’s obligations under this Agreement.

  • Freedom to Contract The Executive represents that he is free to enter into this Agreement and carry out his obligations hereunder without any conflict with any prior agreements, and that he has not made and will not make any agreement in conflict with this Agreement.

  • Condition to Contract As a condition to this Agreement, Contractor shall execute the “Chapter 12B Declaration: Nondiscrimination in Contracts and Benefits” form (form HRC-12B-101) with supporting documentation and secure the approval of the form by the San Francisco Human Rights Commission.

  • Amendment to Contract Either party may request modification of the provisions of this Agreement by filing a Change Request with the Division. The Change Request must be submitted using the DOS Grants System at xxxxxxxxx.xxx. Changes that are agreed upon shall be valid only when amended in writing, signed by each of the parties and attached to the original of this Agreement. If changes are implemented without the Division’s written approval, the organization is subject to noncompliance, the grant award is subject to partial or complete refund to the State of Florida and this agreement is subject to termination.

  • Notice to Contractor The Contractor is required to submit Certificates of Insurance acceptable to the State as evidence of insurance coverage requirements prior to commencing work under this Contract. Contractor shall not commence work under the contract until they have obtained all the insurance described below and the State has approved such insurance. Contractor shall maintain such insurance in force and effect throughout the term of this Contract, unless otherwise specified in this Contract The failure of the Contractor to provide a Certificate of Insurance, for the policies required under this Contract or renewals thereof, or failure of the insurance company to notify the State of the cancellation of policies required under this Contract shall not constitute a waiver by the State to the Contractor to provide such insurance. The State reserves the right to immediately terminate this Contract if the Contractor is not in compliance with the insurance requirements and retains all rights to pursue any legal remedies against the Contractor. All insurance policies must be open to inspection by the State, and copies of policies must be submitted to the State’s Authorized Representative upon written request.