License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement: (i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer; (ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer; (iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer; (iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer; (v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer; (vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats; (vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license); (viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply; (ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country; (x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory; (xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software; (xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license; (xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased; (xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and (xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 3 contracts
Samples: Software License Agreement, Software License Agreement, Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaEmbarcadero, Idera Embarcadero or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera Embarcadero on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer;
(ii) For all Licensed Software made generally available by Idera Embarcadero on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera Embarcadero on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera Embarcadero on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(viivi) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon IderaEmbarcadero’s written request Customer shall provide Idera Embarcadero with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of IderaEmbarcadero’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viiivii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera Embarcadero on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(xviii) For all Licensed Software made generally available by Idera Embarcadero on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xiix) For all Licensed Software made generally available by Idera Embarcadero on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiiix) If Customer has purchased a license for ER/Studio Team Server Core or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xivxi) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xvxii) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 3 contracts
Samples: Master Software License Agreement, Software License Agreement, Master Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaFusionCharts, Idera FusionCharts or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the License Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses license granted hereunder shall expire automatically upon expiration or termination of the License Term and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis FusionCharts and licensed hereunder by Customer on a “per-instanceBasic License” basis, Customer may installdesignate one
(1) Developer in Customer’s organization (the "Named Developer") per license (with no right to transfer to another Developer) who shall have the right to test, operate implement, customize and use such create Derivative Works from the Licensed Software on in order to incorporate the Licensed Software in no more than one (1) instance per license purchased by Named Application, provided that such Named Application (a) is solely an on-premise installation (not a SaaS or cloud-hosted application), and (b) be used for Customer’s internal business purposes only and cannot be distributed to any person, or entity outside of the Customer’s organization, whether for or without a fee;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis FusionCharts and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seatPro License” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.five
Appears in 2 contracts
Samples: Software Subscription Agreement, Software Subscription Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaFusionCharts, Idera FusionCharts or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis FusionCharts and licensed hereunder by Customer on a “per-instanceBasic License” basis, Customer may installdesignate one
(1) Developer in Customer’s organization (the "Named Developer") per license (with no right to transfer to another Developer) who shall have the right to test, operate implement, customize and use such create Derivative Works from the Licensed Software on in order to incorporate the Licensed Software in no more than one (1) instance per license purchased by Named Application, provided that such Named Application (a) is solely an on-premise installation (not a SaaS or cloud-hosted application), and (b) be used for Customer’s internal business purposes only and cannot be distributed to any person, or entity outside of the Customer’s organization, whether for or without a fee;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis FusionCharts and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seatPro License” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.five
Appears in 2 contracts
Samples: Software License Agreement, Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase OrderOrder Form. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order Form relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase OrderOrder Form. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders Order Forms delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase an Order Form as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order Form by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase an Order Form as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 2 contracts
Samples: Master Software License Agreement, Master Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaFroala, Idera Froala or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses license granted hereunder shall expire automatically upon expiration or termination of the License Term and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis Xxxxxx and licensed hereunder by Customer on a “per-instanceBasic License” basis, Customer may install, operate (i) access and use such the Licensed Software on any computer, platform, system or environment, on up to one (1) instance per license purchased by CustomerDomain in conjunction with one (1) Derivative Work for which Customer must manually generate the License Key for such Derivative Work, and (ii) access Community Support;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis Xxxxxx and licensed hereunder by Customer on a “per-databasePro License” basis, Customer may install, operate and use such Licensed Software on one (1i) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers computer, platform, system and/or environment; in multiple environments; on any Domain, or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than mobile application in conjunction with one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to Derivative Work using a single server; providedLicense Key, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 2 contracts
Samples: Software Subscription Agreement, Software Subscription Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera Froala or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis Xxxxxx and licensed hereunder by Customer on a “per-instanceBasic License” basis, Customer may install, operate (i) access and use such the Licensed Software on any computer, platform, system or environment, on up to one (1) instance per license purchased by CustomerDomain in conjunction with one (1) Derivative Work for which Customer must manually generate the License Key for such Derivative Work, and (ii) access Community Support;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis Xxxxxx and licensed hereunder by Customer on a “per-databasePro License” basis, Customer may install, (i) install and operate and use such Licensed Software on any computer, platform, system and/or environment; in multiple environments; on any Domain, or mobile application in conjunction with one (1) database per license purchased by Customer;Derivative Work using a single Wildcard Activation Key, and (ii) access Community Support; and
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis Xxxxxx and licensed hereunder by Customer on a “per-serverEnterprise License” basis, Customer may install, operate and use such Licensed Software on one (1i) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any computer, platform, system, environment and/or environments, on unlimited Domains, SaaS Applications or mobile applications, in conjunction with an unlimited number of physical servers or virtual servers or install Derivative Works, using a single License Key, (ii) access and use any number of instances of redistribute the Licensed Software but minified Source Code in a Derivative Work, and (iii) access Community Support. Unless otherwise provided herein, Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on or any part thereof as a “CPU” basis and licensed hereunder by part of SaaS Application or to develop a SaaS Application unless Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is purchases an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team EditionEnterpriselicense. For any Licensed Software that is restricted by a Licensed Country or Territorythe avoidance of doubt, temporary usage of such Licensed Software by a user outside Basic Licenses and Pro Licenses respectively do not grant Customer the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, right to use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained part thereof as a part of a SaaS Application or to develop a SaaS Application. This Agreement does not grant Customer the right to use or distribute the Licensed Software or any part thereof in this Agreementconjunction with Open Source Software.
Appears in 2 contracts
Samples: Master Software License Agreement, Master Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the License Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase OrderOrder Form. Customer further acknowledges and agrees that the licenses license granted hereunder shall expire automatically upon expiration or termination of the License Term and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order Form relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase OrderOrder Form. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders Order Forms delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one one
(1) instance per license purchased by Customer;.
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one one
(1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of up to two (2) physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase an Order Form as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order Form by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase an Order Form as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.two
Appears in 2 contracts
Samples: Software Subscription License Agreement, Software Subscription License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaGurock, Idera or Gurock, its subsidiaries owns and affiliates and its licensors own and shall continue to own all right, title, and interest in and to the License MaterialLicensed Material and all derivatives thereof, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Materials Material during the License Term in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation installation, access and use of the License Licensed Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed Licensed Software purchased by Customer, the type of license purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera Gurock on a “per-instance” User subscription basis and licensed hereunder by Customer on (a “per-instance” basisUser Subscription”), Customer may install, operate and use Use such Licensed Software on one (1) instance per license purchased by Customer;no more than the specified number of Users for which licenses have been purchased, as set forth in a Purchase Order; and
(ii) For all Licensed Software made generally available by Idera Gurock on a “per-database” Use basis and licensed hereunder by Customer on (a “perPer-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU LicenseUse Subscription”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of Use such Licensed Software by no more than the number of Uses for which licenses have been purchased, as set forth in a user outside Purchase Order. Additional User licenses may be added during the Licensed Country or Territory is permitted while such user is traveling provided that License Term for a pre-existing User Subscription, prorated for the remainder of the License Term in effect at the time the additional Users are added and all such usage does additional Users’ subscriptions shall terminate on the same date as the pre-existing User Subscriptions. User Subscriptions are for designated Users and shall not exceed thirty (30) days in any twelve-month periodbe used or shared by more than one User, but may be reassigned to new Users to replace existing Users by Customer providing prior written notice to Gurock. In no event shall Customer install, access or use the Licensed Service in contravention of the foregoing restrictions applicable to such Licensed Software or any other restrictions contained in this Agreement. In no event shall Customer operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 1 contract
Samples: Master Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaWhereScape, Idera WhereScape or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Materials Software and to use the Licensed Material in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera WhereScape on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed CountryGroup, provided that only the Named User uses the Licensed Software;; and
(xiiii) For all Licensed Software made generally available by Idera WhereScape on a “CPUconcurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer on as a “CPU” basis (a “CPU Concurrent License”), Customer may install and operate such Licensed Software on any number of computers a network within the Licensed Country, provided that at no time may the Licensed Software Group to be used concurrently on different computers by up to monitor more than the authorized number of CPUs users for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software is accessed and used only in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this AgreementGroup.
Appears in 1 contract
Samples: Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the License Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses license granted hereunder shall expire automatically upon expiration or termination of the License Term and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one one
(1) instance per license purchased by Customer;.
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one one
(1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one one
(1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 1 contract
Samples: Software Subscription Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaUltraEdit, Idera UltraEdit or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Licensed Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Licensed Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed license purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera UltraEdit on a “per-instancePersonal License” or “Single User License” basis and licensed hereunder by Customer on a “per-instancePersonal License” basisor “Single User License” basis (each, a “Personal License”), Customer may installinstall and operate up to three (3) instances of such Licensed Software, operate but Customer shall not (a) access and use more than one (1) instance of the Licensed Software at any given time, or (b) access and use such Licensed Software on by more than one (1) instance User per license purchased by Customer. A Personal-License may only be purchased by Customers who are natural-born individuals;
(ii) For all Licensed Software made generally available by Idera UltraEdit on a “per-databaseUser” or “per-Seat” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-userUser” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seatSeat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances operate
(a) no more than one (1) instance of the Licensed Software but Customer per license purchased by Customer, and (b) shall not access and use such Licensed Software by more than one (1) user User per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(viiiii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon IderaUltraEdit’s written request Customer shall provide Idera UltraEdit with a written report evidencing actual installation and usage of the License Licensed Software and pay for all excess license usage in accordance with the terms of IderaUltraEdit’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viiiiv) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera UltraEdit on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users Users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;; and
(xiv) For all Licensed Software made generally available by Idera UltraEdit on a an “network named user” or “named userEducational Users” basis and licensed hereunder by Customer on a as the “network named userEducational License,” or “named user” basis (a “Network Named User License” or “Named User License”), Customer shall meet the eligibility requirements stated at xxxx://xxx.xxxxxxxxx.xxx/register-buy/edu- discounts.html. Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within Educational License only in the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license country where it is qualified as an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month periodEducational User. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 1 contract
Samples: Master Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaKiuwan, Idera or Kiuwan, its subsidiaries owns and affiliates and its licensors own and shall continue to own all right, title, and interest in and to the License MaterialLicensed Material and all derivatives thereof, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Materials Material during the License Term in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation installation, access and use of the License Licensed Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed Licensed Software purchased by Customer, the type of license purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera Kiuwan on a “per-instance” basis and licensed hereunder by Customer on a “per-instancePer Scan” basis, Customer may install, operate and use such access the Licensed Software on one (1) instance per license purchased and execute the Licensed Software to perform Scans of software applications by Customer;no more than the specified number of Scans licensed by Customer as set forth in a Purchase Order; and
(ii) For all Licensed Software made generally available by Idera Kiuwan on a “per-database” basis and licensed hereunder by Customer on a “per-databasePer LOC” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of access the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such execute the Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased perform Scans of software applications by Customer;
(vi) For all Licensed Software expressly no more than the specified number of LOCs licensed by Customer as set forth in a Purchase Order as a “Site-License,” Order. Customer may install, operate purchase additional Scans and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of LOCs during the License Software Term. All Scans and pay for all excess license usage in accordance with the terms LOCs shall terminate upon expiration of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing License Term if not used on or prior to such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month perioddate. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 1 contract
Samples: Master Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera Froala or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis Froala and licensed hereunder by Customer on a “per-instanceBasic License” basis, Customer may install, operate (i) access and use such the Licensed Software on any computer, platform, system or environment, on up to three (3) Domains in conjunction with one (1) instance per license purchased by CustomerDerivative Work for which Customer must manually generate the License Key for such Derivative Work, and (ii) access Community Support;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis Froala and licensed hereunder by Customer on a “per-databasePro License” basis, Customer may install, (i) install and operate and use such Licensed Software on any computer, platform, system and/or environment; in multiple environments; on any Domain, SaaS Application, or mobile application in conjunction with one (1) database per license purchased by Customer;Derivative Work using a single Wildcard Activation Key, and (ii) access Community Support; and
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis Froala and licensed hereunder by Customer on a “per-serverEnterprise License” basis, Customer may install, operate and use such Licensed Software on one (1i) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any computer, platform, system, environment and/or environments, on unlimited Domains, SaaS Applications or mobile applications, in conjunction with an unlimited number of physical servers or virtual servers or install Derivative Works, using a single Wildcard Activation Key, (ii) access and use any number of instances of redistribute the Licensed Software but minified Source Code in a Derivative Work, and (iii) access Community Support. Unless otherwise provided herein, Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on or any part thereof as a “CPU” basis and licensed hereunder by part of SaaS Application or to develop a SaaS Application unless Customer on purchases a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a SaaS license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by the avoidance of doubt, a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage Basic License does not exceed thirty (30) days in any twelve-month period. In no event shall grant Customer install, operate, the right to use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained part thereof as a part of a SaaS Application or to develop a SaaS Application. This Agreement does not grant Customer the right to use or distribute the Licensed Software or any part thereof in this Agreementconjunction with Open Source Software.
Appears in 1 contract
Samples: Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaXblend, Idera Xblend or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Materials Software and to use the Licensed Material in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis Xblend and licensed hereunder by Customer on a “per-instanceAuthorized User” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user Authorized User per license purchased by Customer;; and
(vii) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis Xblend and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstationServer” basis (a “Single Seat License” or “Workstation Server License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement. Authorized User licenses are for designated Authorized Users and shall not be used or shared by more than one Authorized User, but may be reassigned to new Authorized Users to replace existing Authorized Users. To the extent Customer purchases licenses through an Authorized Distributor, Customer may be required to purchase a certain number of Authorized User licenses as determined by the Authorized Distributor.Except as otherwise agreed in writing by Xblend, Customer must only install the Licensed Software and make the Licensed Software available for use on hardware systems owned, leased or controlled by Customer.
Appears in 1 contract
Samples: Master Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaFusionCharts, Idera FusionCharts or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the License Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses license granted hereunder shall expire automatically upon expiration or termination of the License Term and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis FusionCharts and licensed hereunder by Customer on a “per-instanceDeveloper License (Named Developer)” basis, Customer may install, operate and use such Licensed Software on designate one (1) instance Developer in Customer’s organization (the "Named Developer") per license purchased by who shall have the right to test, implement, customize and create Derivative Works from the Licensed Software for use in Customer’s own internal business; provided that Customer shall have no right to (i) transfer the license to another Developer, (ii) receive the Licensed Software in Source Code form, (iii) deploy the Licensed Software or any such Derivative Works in a SaaS environment or (iv) distribute the Licensed Software or any such Derivative Work to any person or entity outside of Customer’s organization, whether for or without a fee;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis FusionCharts and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seatMultiple Developers License” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized maximum number of users for Named Developers per license purchased by Customer (which Customer has purchased a license, may be transferred to other Developers within Customer’s organization upon prior written notice to FusionCharts); provided that (i) Customer shall have no right to receive the Licensed Software is accessed and used only in Source Code form, (ii) deploy the Territory;
(xi) For all Licensed Software made generally available by Idera on or any such Derivative Works in a “network named user” SaaS environment or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such iii) distribute the Licensed Software on one or more computers and designate one (1) any such Derivative Work to any person in or entity outside of Customer’s organization (the "Named User") who organization, whether for or without a fee. Customer shall not have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreementpart thereof as a part of SaaS Application or to develop a SaaS Application unless Customer purchases a SaaS license.
Appears in 1 contract
Samples: Software Subscription Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaWhole Tomato, Idera Whole Tomato or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Materials Software and to use the Licensed Material in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis Whole Tomato and licensed hereunder by Customer on a “per-instancePersonal License” basis, Customer may install, operate and use such the Licensed Software on one or more computers, virtual machines, or Integrated Development Environments (1) instance per license purchased by CustomerIDEs), and only the Customer shall have the right to use the Licensed Software;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis Whole Tomato and licensed hereunder by Customer on a “per-databaseStandard License” basis, Customer may install, operate and use such the Licensed Software on one or more computers, virtual machines, or Integrated Development Environments (IDEs); and designate one (1) database per license purchased by CustomerNamed User who shall have the right to use the Licensed Software, provided that only the Named User uses the Licensed Software;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera Whole Tomato on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users Named Users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;; and
(xiiv) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis Whole Tomato and licensed hereunder by Customer on a an “network named user” or “named user” basis (a “Network Named User Educational License” or “Named User License”)basis, Customer may install and operate such the Licensed Software on one or more computers computers, virtual machines, or Integrated Development Environments (IDEs) for the operation and designate one (1) person in Customer’s organization (use by the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs Named Users for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portallicenses have been purchased, such license is an exclusive connection license and may only be installed as set forth on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this AgreementPurchase Order.
Appears in 1 contract
Samples: Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the License Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses license granted hereunder shall expire automatically upon expiration or termination of the License Term and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one one
(1) instance per license purchased by Customer;.
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one one
(1) physical or one (1) virtual server per license purchased by Customer;
(iviii) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(viv) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(viv) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(viivi) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viiivii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ixviii) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(xix) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xix) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xiixi) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiiixii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xivxiii) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xvxiv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 1 contract
Samples: Software Subscription Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited temporary right and license to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase OrderAgreement. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased provided by Customer and the type of license purchased by Idera to Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered provided by Idera to Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased Temporary License Key (as defined in Section 9 below) provided by Idera to Customer;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-per- database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased Temporary License Key (as defined in Section 9 below) provided by Idera to Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased Temporary License Key (as defined in Section 9 below) provided by Idera to Customer;; and
(v) For all Licensed Software made generally available by Idera on a “perSharepoint-Monitored Element” or “perFarm-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software only on any number of instances, CPUs, seats, workstations, those physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on necessary to run one (1) CLU instance of a Sharepoint software application per license purchased by Customer and the additional terms and conditions set forth Temporary License Key (as defined in Section 2(c9 below) below shall apply;
(ix) For all Licensed Software made generally available provided by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) to Customer. For all Licensed Software made generally available by Idera on a “concurrent users” basis (eachpurposes of this Agreement, a “Concurrent License”) and licensed hereunder by Customer as Sharepoint Farm” is a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number collection of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers SharePoint servers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available or more SQL servers bound together by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days configuration database in any twelve-month periodSQL. In no event shall Customer install, operate, operate use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this AgreementSoftware.
Appears in 1 contract
Samples: Trial Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-per- instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-per- server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iviii) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-per- seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(viv) For all Licensed Software made generally available by Idera on a “per-per- Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(viv) For all Licensed Software expressly specified in a Purchase Order as a “Site-Site- License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(viivi) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viiivii) For all Licensed Software made generally available by Idera on a “per-per- CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ixviii) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(xix) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xix) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xiixi) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiiixii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xivxiii) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xvxiv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-twelve- month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 1 contract
Samples: Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited temporary right and license to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase OrderAgreement. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased provided by Customer and the type of license purchased by Idera to Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered provided by Idera to Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased Temporary License Key (as defined in Section 9 below) provided by Idera to Customer;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased Temporary License Key (as defined in Section 9 below) provided by Idera to Customer;
(iviii) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased Temporary License Key (as defined in Section 9 below) provided by Idera to Customer;; and
(viv) For all Licensed Software made generally available by Idera on a “perSharepoint-Monitored Element” or “perFarm-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software only on any number of instances, CPUs, seats, workstations, those physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on necessary to run one (1) CLU instance of a Sharepoint software application per license purchased by Customer and the additional terms and conditions set forth Temporary License Key (as defined in Section 2(c9 below) below shall apply;
(ix) For all Licensed Software made generally available provided by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) to Customer. For all Licensed Software made generally available by Idera on a “concurrent users” basis (eachpurposes of this Agreement, a “Concurrent License”) and licensed hereunder by Customer as Sharepoint Farm” is a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number collection of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers SharePoint servers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available or more SQL servers bound together by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days configuration database in any twelve-month periodSQL. In no event shall Customer install, operate, operate use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this AgreementSoftware.
Appears in 1 contract
Samples: Trial Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iviii) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(viv) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(viv) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(viivi) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viiivii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ixviii) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(xix) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xix) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xiixi) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiiixii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xivxiii) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xvxiv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 1 contract
Samples: Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaWhereScape, Idera WhereScape or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Materials Software and to use the Licensed Material in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder shall expire automatically upon expiration or termination of the License Term and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera WhereScape on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed CountryGroup, provided that only the Named User uses the Licensed Software;; and
(xiiii) For all Licensed Software made generally available by Idera WhereScape on a “CPUconcurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer on as a “CPU” basis (a “CPU Concurrent License”), Customer may install and operate such Licensed Software on any number of computers a network within the Licensed Country, provided that at no time may the Licensed Software Group to be used concurrently on different computers by up to monitor more than the authorized number of CPUs users for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software is accessed and used only in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this AgreementGroup.
Appears in 1 contract
Samples: Software Subscription Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaFroala, Idera Froala or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses license granted hereunder shall expire automatically upon expiration or termination of the License Term and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis Froala and licensed hereunder by Customer on a “per-instanceBasic License” basis, Customer may install, operate (i) access and use such the Licensed Software on any computer, platform, system or environment, on up to three (3) Domains in conjunction with one (1) instance per license purchased by CustomerDerivative Work for which Customer must manually generate the License Key for such Derivative Work, and (ii) access Community Support;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis Froala and licensed hereunder by Customer on a “per-databasePro License” basis, Customer may install, (i) install and operate and use such Licensed Software on any computer, platform, system and/or environment; in multiple environments; on any Domain, SaaS Application, or mobile application in conjunction with one (1) database per license purchased by Customer;Derivative Work using a single Wildcard Activation Key, and (ii) access Community Support; and
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis Froala and licensed hereunder by Customer on a “per-serverEnterprise License” basis, Customer may install, operate and use such Licensed Software on one (1i) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any computer, platform, system, environment and/or environments, on unlimited Domains, SaaS Applications or mobile applications, in conjunction with an unlimited number of physical servers or virtual servers or install Derivative Works, using a single Wildcard Activation Key, (ii) access and use any number of instances of redistribute the Licensed Software but minified Source Code in a Derivative Work, and (iii) access Community Support. Unless otherwise provided herein, Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on or any part thereof as a “CPU” basis and licensed hereunder by part of SaaS Application or to develop a SaaS Application unless Customer on purchases a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a SaaS license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by the avoidance of doubt, a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage Basic License does not exceed thirty (30) days in any twelve-month period. In no event shall grant Customer install, operate, the right to use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained part thereof as a part of a SaaS Application or to develop a SaaS Application. This Agreement does not grant Customer the right to use or distribute the Licensed Software or any part thereof in this Agreementconjunction with Open Source Software.
Appears in 1 contract
Samples: Software Subscription Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera FusionCharts or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis FusionCharts and licensed hereunder by Customer on a “per-instanceDeveloper License (Named Developer)” basis, Customer may install, operate and use such Licensed Software on designate one (1) instance Developer in Customer’s organization (the "Named Developer") per license purchased by who shall have the right to test, implement, customize and create Derivative Works from the Licensed Software for use in Customer;’s own internal business; provided that Customer shall have no right to (i) transfer the license to another Developer, (ii) receive the Licensed Software in Source Code form, (iii) deploy the Licensed Software or any such Derivative Works in a SaaS environment or (iv) distribute the Licensed Software or any such Derivative Work to any person or entity outside of Customer’s organization, whether for or without a fee; and
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis FusionCharts and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seatMultiple Developers License” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized maximum number of users for Named Developers per license purchased by Customer (which Customer has purchased a license, may be transferred to other Developers within Customer’s organization upon prior written notice to FusionCharts); provided that (i) Customer shall have no right to receive the Licensed Software is accessed and used only in Source Code form, (ii) deploy the Territory;
(xi) For all Licensed Software made generally available by Idera on or any such Derivative Works in a “network named user” SaaS environment or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such iii) distribute the Licensed Software on one or more computers and designate one (1) any such Derivative Work to any person in or entity outside of Customer’s organization (the "Named User") who organization, whether for or without a fee. Customer shall not have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on or any part thereof as a “CPU” basis and licensed hereunder by part of SaaS Application or to develop a SaaS Application unless Customer on purchases a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a SaaS license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage This Agreement does not exceed thirty (30) days in any twelve-month period. In no event shall grant Customer install, operate, the right to use or access the Licensed Software in contravention of the foregoing restrictions applicable to distribute the Licensed Software or any other restrictions contained in this Agreementpart thereof as part of a Packaged Software Product, framework, component, library or plug-in.
Appears in 1 contract
Samples: Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iviii) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(viv) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-per- Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-per- Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(viv) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(viivi) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viiivii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ixviii) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(xix) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xix) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xiixi) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiiixii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xivxiii) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xvxiv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 1 contract
Samples: Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaUltraEdit, Idera UltraEdit or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Licensed Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses license granted hereunder shall expire automatically upon expiration or termination of the License Term and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed license purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera UltraEdit on a “per-instancePersonal License” or “Single User License” basis and licensed hereunder by Customer on a “per-instancePersonal License” basisor “Single User License” basis (each, a “Personal License”), Customer may installinstall and operate up to five (5) instances of such Licensed Software, operate but Customer shall not (a) access and use more than one (1) instance of the Licensed Software at any given time, or (b) access and use such Licensed Software on by more than one (1) instance User per license purchased by Customer. A Personal License may only be purchased by Customers who are natural-born individuals;
(ii) For all Licensed Software made generally available by Idera UltraEdit on a “per-databaseUser” or “per-Seat” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-userUser” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-per- seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances (a) no more than one (1) instance of the Licensed Software but Customer per license purchased by Customer, and (b) shall not access and use such Licensed Software by more than one (1) user User per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(viiiii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users Users or seats; provided, that periodically upon IderaUltraEdit’s written request Customer shall provide Idera UltraEdit with a written report evidencing actual installation and usage of the License Licensed Software and pay for all excess license usage in accordance with the terms of IderaUltraEdit’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viiiiv) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera UltraEdit on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users Users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;; and
(xiv) For all Licensed Software made generally available by Idera UltraEdit on a an “network named usereducational users” or “named user” basis and licensed hereunder by Customer on a as the “network named user” or “named user” basis (a “Network Named User License” or “Named User Educational License”), Customer shall meet the eligibility requirements stated at xxxx://xxx.xxxxxxxxx.xxx/register-buy/edu- discounts.html. Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within Educational License only in the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license country where it is qualified as an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month periodeducational user. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 1 contract
License Usage and Restrictions. Customer The Client acknowledges and agrees that, as between Customer the Client and IderaDataTill, Idera or DataTill subsidiaries and affiliates and its subsidiaries owns licensors own and shall continue to own all rightrights, title, and interest interests in and to the License MaterialLicensed Material and all derivatives thereof, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer the Client any ownership interest interests in or to the Licensed Material, but only a limited right and license to use the Licensed Materials during the License Term in accordance with the terms of this Agreement and each applicable Purchase Order. Customer The Client further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customerthe Client’s installation and use of the License Licensed Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by CustomerClient. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed Licensed Software purchased by the Client, the type of license purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer The Client is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer The Client hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer the Client under this Agreement:
(i) i. For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera DataTill on a “per-server” basis and licensed hereunder by Customer the Client on a “per-server” basisbasis (a “Server-Based License”), Customer the Client may install, operate and use such Licensed Software during the License Term on one (1) physical or one (1) virtual server per license purchased by Customerthe Client;
(iv) ii. For all Licensed Software made generally available by Idera DataTill on a “per-user” or “per-seat” basis and licensed hereunder by Customer the Client on a “per-user” or “per-seat” basis, Customer the Client may install and operate such Licensed Software during the License Term on any number of up to one (1) physical servers or one (1) virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access server and use such Licensed Software by more than one (1) user per license purchased by Customerthe Client;
(v) iii. For all Licensed Software made generally available by Idera DataTill on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer the Client on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer the Client may install and operate such Licensed Software during the License Term on up to one (1) physical or more computers one (1) virtual server and designate in writing one (1) person in Customerthe Client’s organization organisation (the "Named User") who shall have the right to use the Licensed Software within the Licensed CountrySoftware, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera and such use is not conducted on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, one such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month periodcomputer. In no event shall Customer the Client install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 1 contract
Samples: Software Subscription Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer;
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iviii) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(viv) For all Licensed Software made generally available by Idera on a “perSharepoint-Monitored ElementFarm-basis” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such the Licensed Software only on those physical servers or virtual servers necessary to monitor run one (1) Monitored Element or Monitored Device per license purchased by Customer;instance of a Sharepoint software application; and
(viv) For all Licensed Software expressly solely to the extent a license is specified in writing on a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUsphysical servers, seats, workstations, physical virtual servers or virtual servers Sharepoint Farms physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) users. For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number purposes of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (eachthis Agreement, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on Sharepoint Farm” is a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number collection of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers SharePoint servers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available or more SQL servers bound together by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days configuration database in any twelve-month periodSQL. In no event shall Customer install, operate, operate use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this AgreementSoftware.
Appears in 1 contract
Samples: Software License Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and Idera, Idera or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the License Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses license granted hereunder shall expire automatically upon expiration or termination of the License Term and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one one
(1) instance per license purchased by Customer;.
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one one
(1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of up to two (2) physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ix) For all Licensed Software made generally available by Idera on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.two
Appears in 1 contract
Samples: Software Subscription Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaWebyog, Idera Webyog or its subsidiaries owns and shall continue to own all right, title, and interest in and to the License Material, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the License Software and to use the Licensed Materials in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses license granted hereunder shall expire automatically upon expiration or termination of the License Term and the restrictions applicable to Customer’s installation and use of the License Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software made generally available by Idera Webyog on a “per-instance” basis and licensed hereunder by Customer on a “per-instance” basis, Customer may install, operate and use such Licensed Software on one (1) instance per license purchased by Customer;.
(ii) For all Licensed Software made generally available by Idera on a “per-database” basis and licensed hereunder by Customer on a “per-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera Webyog on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one one
(1) physical or one (1) virtual server per license purchased by Customer;
(iviii) For all Licensed Software made generally available by Idera Webyog on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(viv) For all Licensed Software made generally available by Idera Webyog on a “per-Monitored Element” or “per-per- Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-per- Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(viv) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(viivi) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon IderaWebyog’s written request Customer shall provide Idera Webyog with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of IderaWebyog’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viiivii) For all Licensed Software made generally available by Idera Webyog on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU License”), Customer may install, operate and use such Licensed Software on one (1) CLU per license purchased by Customer and the additional terms and conditions set forth in Section 2(c) below shall apply;
(ixviii) For all Licensed Software made generally available by Idera Webyog on a “single seat” or “workstation” basis and licensed hereunder by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(xix) For all Licensed Software made generally available by Idera Webyog on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xix) For all Licensed Software made generally available by Idera Webyog on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xiixi) For all Licensed Software made generally available by Idera Webyog on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiiixii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xivxiii) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xvxiv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month period. In no event shall Customer install, operate, use or access the Licensed Software in contravention of the foregoing restrictions applicable to the Licensed Software or any other restrictions contained in this Agreement.
Appears in 1 contract
Samples: Software Subscription Agreement
License Usage and Restrictions. Customer acknowledges and agrees that, as between Customer and IderaAssembla, Idera or Assembla, its subsidiaries owns and affiliates and its licensors own and shall continue to own all right, title, and interest in and to the License MaterialLicensed Material and all derivatives thereof, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant Customer any ownership interest in or to the Licensed Material, but only a limited right and license to install and use the Licensed Materials Material during the License Term in accordance with the terms of this Agreement and each applicable Purchase Order. Customer further acknowledges and agrees that the licenses granted hereunder and the restrictions applicable to Customer’s installation installation, access and use of the License Licensed Software will vary according to the type of Licensed Software purchased by Customer and the type of license purchased by Customer. One or more of the restrictions set forth in this Section 2 may apply to the Licensed Software depending upon the type of licensed Licensed Software purchased by Customer, the type of license purchased and the terms contained in the applicable Purchase Order relating to the Licensed Software. Customer is encouraged to carefully review all terms and restrictions contained in this Section 2 and each Purchase Order. Customer hereby agrees to the following license restrictions and conditions applicable to the Licensed Software as set forth in the Purchase Orders delivered by Customer under this Agreement:
(i) For all Licensed Software SaaS Services made generally available by Idera Assembla on a “per-instance” User subscription basis and licensed hereunder by Customer on (a “per-instance” basisUser Subscription”), Customer may installUse such SaaS Service by no more than the specified number of Users for which subscriptions have been purchased, operate and use such Licensed Software on one (1) instance per license purchased by Customer;as set forth in a Purchase Order; and
(ii) For all Licensed Software SaaS Services made generally available by Idera Assembla on a “per-database” Use basis and licensed hereunder by Customer on (a “perPer-database” basis, Customer may install, operate and use such Licensed Software on one (1) database per license purchased by Customer;
(iii) For all Licensed Software made generally available by Idera on a “per-server” basis and licensed hereunder by Customer on a “per-server” basis, Customer may install, operate and use such Licensed Software on one (1) physical or one (1) virtual server per license purchased by Customer;
(iv) For all Licensed Software made generally available by Idera on a “per-user” or “per-seat” basis and licensed hereunder by Customer on a “per-user” or “per-seat” basis, Customer may install and operate such Licensed Software on any number of physical servers or virtual servers or install and use any number of instances of the Licensed Software but Customer shall not access and use such Licensed Software by more than one (1) user per license purchased by Customer;
(v) For all Licensed Software made generally available by Idera on a “per-Monitored Element” or “per-Monitored Device” basis and licensed hereunder by Customer on a “per-Monitored Element” or “per-Monitored Device” basis, Customer may install, operate and use such Licensed Software to monitor one (1) Monitored Element or Monitored Device per license purchased by Customer;
(vi) For all Licensed Software expressly specified in a Purchase Order as a “Site-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, seats, workstations, physical servers or virtual servers physically located at the building or computing facilities specified in the Purchase Order by address as the site and may do so with any number of users or seats;
(vii) For all Licensed Software expressly specified in a Purchase Order as an “Enterprise-License,” Customer may install, operate and use the Licensed Software on any number of instances, CPUs, physical servers or virtual servers and may do so with any number of users or seats; provided, that periodically upon Idera’s written request Customer shall provide Idera with a written report evidencing actual installation and usage of the License Software and pay for all excess license usage in accordance with the terms of Idera’s standard true-up addendum (the terms of which are incorporated herein by reference upon Customer purchasing such enterprise license);
(viii) For all Licensed Software made generally available by Idera on a “per-CLU” basis and licensed hereunder by Customer on a “per-CLU” basis (each, a “CLU LicenseUse Subscription”), Customer may install, operate Use such SaaS Service and use such execute the Licensed Software on one (1) CLU per license purchased via the SaaS Service by Customer and no more than the additional terms and conditions number of Uses for which subscriptions have been purchased, as set forth in Section 2(c) below a Purchase Order. Additional User subscriptions may be added during the Subscription Term for a pre-existing User Subscription, prorated for the remainder of the Subscription Term in effect at the time the additional Users are added and all such additional Users’ subscriptions shall apply;
(ix) For all Licensed Software made generally available terminate on the same date as the pre-existing User Subscriptions. User Subscriptions are for designated Users and shall not be used or shared by Idera on a “single seat” or “workstation” basis and licensed hereunder more than one User, but may be reassigned to new Users to replace existing Users by Customer on a “single seat” or “workstation” basis (a “Single Seat License” or “Workstation License”), Customer may install and operate such Licensed Software on one (1) computer for use by one (1) end user within the Licensed Country;
(x) For all Licensed Software made generally available by Idera on a “concurrent users” basis (each, a “Concurrent License”) and licensed hereunder by Customer as a Concurrent License, Customer may install and operate such Licensed Software on a network within the Licensed Country providing prior written notice to be used concurrently on different computers by up to the authorized number of users for which Customer has purchased a license, provided that the Licensed Software is accessed and used only in the Territory;
(xi) For all Licensed Software made generally available by Idera on a “network named user” or “named user” basis and licensed hereunder by Customer on a “network named user” or “named user” basis (a “Network Named User License” or “Named User License”), Customer may install and operate such Licensed Software on one or more computers and designate one (1) person in Customer’s organization (the "Named User") who shall have the right to use the Licensed Software within the Licensed Country, provided that only the Named User uses the Licensed Software;
(xii) For all Licensed Software made generally available by Idera on a “CPU” basis and licensed hereunder by Customer on a “CPU” basis (a “CPU License”), Customer may install and operate such Licensed Software on any number of computers within the Licensed Country, provided that at no time may the Licensed Software be used to monitor more than the authorized number of CPUs for which Customer has purchased a license;
(xiii) If Customer has purchased a license for ER/Studio Team Server or ER/Studio Portal, such license is an exclusive connection license and may only be installed on Customer’s computers up to the total number of licenses purchased to connect to a single server; provided, that such licenses may be reapportioned to different users up to the total number of license purchased;
(xiv) Customer may not mix and match or use ER/Studio Team Edition licenses with ER/Studio Enterprise licenses or other ER/Studio editions which can connect to the repository applicable to ER/Studio; and
(xv) Customer shall not connect non-Team Edition of ER/Studio, such as ER/Studio Enterprise, to the Team Edition repository applicable to ER/Studio and if Customer has purchased a license for ER/Studio Team Edition, Customer must upgrade all existing ER/Studio licenses having repository connectivity to ER/Studio Team Edition. For any Licensed Software that is restricted by a Licensed Country or Territory, temporary usage of such Licensed Software by a user outside the Licensed Country or Territory is permitted while such user is traveling provided that all such usage does not exceed thirty (30) days in any twelve-month periodAssembla. In no event shall Customer install, access or use a Service in contravention of the foregoing restrictions applicable to such SaaS Service or any other restrictions contained in this Agreement. In no event shall Customer operate, use or access the SaaS Service or Licensed Software in contravention of the foregoing restrictions applicable to the SaaS Service or the Licensed Software or any other restrictions contained in this Agreement.
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Samples: Software License Agreement
