Common use of Licensed Product Clause in Contracts

Licensed Product. 3.1. Customer confirms that the subscriptions to the Licensed Product is neither contingent upon the delivery of any future functionality or features, nor dependent upon any oral or written public comments made by Showpad with respect to (potential) future functionality or features. 3.2. Showpad reserves the right, at any time, to change the Licensed Product and its features (including occasional deprecation and removal of certain features and functionality). In case of such change, Showpad will use commercially reasonable efforts to notify Customer of any such change which Showpad believes is likely to have a material, adverse impact on Customer’s, via the then-current email address indicated in the Showpad billing center. In case Customer does not agree with such change, Customer must notify Showpad within thirty (30) calendar days, in which case parties shall apply the dispute resolution procedure as applicable under this Agreement. In absence of such timely notification Customer is deemed to agree with the change. 3.3. Customer understands and acknowledges that: i) In Case Customer or its Users provide Showpad with any Feedback, Customer shall have deemed granted Showpad a royalty-free, transferable, worldwide, assignable, irrevocable, perpetual license to incorporate and/or otherwise use such Feedback in any way it sees fit (including in or relating to (the operation of) the Licensed Product), without any right for the Customer to receive any compensation therefore. Customer understands that it is not obliged to provide for any Feedback. ii) Showpad does not provide for any (custom) deliverables and/or any services under this Agreement, which would qualify as work-made- for-hire. iii) Customer may choose to activate or use certain Third Party Products to work with the Licensed Product. The use of such Third Party Products is subject to the Showpad Third Party Products Policy. iv) Any integration or interaction of the Licensed Product with a Third Party Product and the retrieval, manipulation, processing and/or modification of any Customer Data or data residing on such Third Party Product is subject to Customer’s activation and correct configuration of such integration. Showpad shall have no responsibilities or liabilities in that regard. Any data or Customer Data leaving the Third Party Product, shall occur under Customer’s own responsibility. v) The licensed Product may be subject to limitations, failures, delays, and/or other matters inherent to the use of the internet, electronic communications and/or Devices. Showpad is under no circumstance responsible or liable for any damage, loss of liabilities arising therefrom, or issues not caused by, or under the control of, Showpad; vi) The way the Customer Data is manipulated by the User through the Licensed Product may lead to unexpected results, loss or corruption of Customer Data or other unpredictable results, damages or (un)intended exposure to third parties, and that Showpad does not bear any responsibility or liability thereto. 3.4. Usage of the Licensed Product is limited per User to a maximum of three (3) Devices. 3.5. The number of Users is limited to the number of Users as ordered. 3.6. User Accounts may be reassigned by the Customer to new Users replacing former Users who no longer require ongoing use of their user Account. 3.7. The number of User subscriptions purchased cannot be decreased during the relevant Subscription Term. 3.8. Unless otherwise agreed upon, additional Users subscriptions may be ordered by the Customer during the then current Subscription Term (“Additional User Subscriptions”) to the extent: i) the term of the additional User subscriptions is coterminous with the expiration of the then current Subscription Term (which may result in a pro-rated pricing for such Additional User Subscriptions); and ii) the terms of this Agreement apply. 3.9. The features/functionality of the Licensed Product, the level of “customer success coaching”, as well as the additional options to the Licensed Product as ordered, shall be in line with the product overview as available through xxx.xxxxxxx.xxx.

Appears in 1 contract

Samples: Saas Subscription Agreement

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Licensed Product. 3.1. Customer confirms that the subscriptions to the Licensed Product is neither contingent upon the delivery of any future functionality or features, nor dependent upon any oral or written public comments made by Showpad with respect to (potential) future functionality or features. 3.2. Showpad reserves the right, at any time, to change the Licensed Product and its features (including occasional deprecation and removal of certain features and functionality). In case of such change, Showpad will use commercially reasonable efforts to notify Customer of any such change which Showpad believes is likely to have a material, adverse impact on Customer’s, via the then-current email address indicated in the Showpad billing center. In case Customer does not agree with such change, Customer must notify Showpad within thirty (30) calendar days, in which case parties shall apply the dispute resolution procedure as applicable under this Agreement. In absence of such timely notification Customer is deemed to agree with the change. 3.3. Customer understands and acknowledges that: i) In Case Customer or its Users provide Showpad with any Feedback, Customer shall have deemed granted Showpad a royalty-free, transferable, worldwide, assignable, irrevocable, perpetual license to incorporate and/or otherwise use such Feedback in any way it sees fit (including in or relating to (the operation of) the Licensed Product), without any right for the Customer to receive any compensation therefore. Customer understands that it is not obliged to provide for any Feedback. ii) Showpad does not provide for any (custom) deliverables and/or any services under this Agreement, which would qualify as work-made- for-hire. iii) Customer may choose to activate or use certain Third Party Products to work with the Licensed Product. The use of such Third Party Products is subject to the Showpad Third Party Products Policy. iv) Any integration or interaction of the Licensed Product with a Third Party Product and the retrieval, manipulation, processing and/or modification of any Customer Data or data residing on such Third Party Product is subject to Customer’s activation and correct configuration of such integration. Showpad shall have no responsibilities or liabilities in that regard. Any data or Customer Data leaving the Third Party Product, shall occur under Customer’s own responsibility. v) The licensed Product may be subject to limitations, failures, delays, and/or other matters inherent to the use of the internet, electronic communications and/or Devices. Showpad is under no circumstance responsible or liable for any damage, loss of liabilities arising therefrom, or issues not caused by, or under the control of, Showpad; vi) The way the Customer Data is manipulated by the User through the Licensed Product may lead to unexpected results, loss or corruption of Customer Data or other unpredictable results, damages or (un)intended exposure to third parties, and that Showpad does not bear any responsibility or liability thereto. 3.4. Usage of the Licensed Product is limited per User to a maximum of three (3) Devices. 3.5. The number of Users is limited to the number of Users as ordered. 3.6. User Accounts may be reassigned by the Customer to new Users replacing former Users who no longer require ongoing use of their user Account. 3.7. The number of User subscriptions purchased cannot be decreased during the relevant Subscription Term. 3.8. Unless otherwise agreed upon, additional Users subscriptions may be ordered by the Customer during the then current Subscription Term (“Additional User Subscriptions”) to the extent: i) the term of the additional User subscriptions is coterminous with the expiration of the then current Subscription Term (which may result in a pro-rated pricing for such Additional User Subscriptions); and ii) the terms of this Agreement apply. 3.9. The features/functionality of the Licensed Product, the level of “customer success coaching”, as well as the additional options to the Licensed Product as ordered, shall be in line with the product overview as available through xxx.xxxxxxx.xxx.. Showpad Inc.

Appears in 1 contract

Samples: Saas Subscription Agreement

Licensed Product. 3.1. Customer confirms that the subscriptions to the Licensed Product is neither contingent upon the delivery of any future functionality or features, nor dependent upon any oral or written public comments made by Showpad with respect to (potential) future functionality or features. 3.2. Showpad reserves the right, at any time, to change the Licensed Product and its features (including occasional deprecation and removal of certain features and functionality). In case of such change, Showpad will use commercially reasonable efforts to notify Customer of any such change which Showpad believes is likely to have a material, adverse impact on Customer’s, via the then-current email address indicated in the Showpad billing center. In case Customer does not agree with such change, Customer must notify Showpad within thirty (30) calendar days, in which case parties shall apply the dispute resolution procedure as applicable under this Agreement. In absence of such timely notification Customer is deemed to agree with the change. 3.3. Customer understands and acknowledges that: i) In Case Customer or its Users provide Showpad with any Feedback, Customer shall have deemed granted Showpad a royalty-free, transferable, worldwide, assignable, irrevocable, perpetual license to incorporate and/or otherwise use such Feedback in any way it sees fit (including in or relating to the (the operation of) the Licensed Product), without any right for the Customer to receive any compensation therefore. Customer understands that it is not obliged to provide for any Feedback. ii) Showpad does not provide for any (custom) deliverables and/or any services under this Agreement, which would qualify as work-made- for-hire. iii) Customer may choose to activate or use certain Third Party Products to work with the Licensed Product. The , whereby the use of such Third Party Products is subject to the Showpad Third Party Products Policy. iv) Any integration or interaction of the Licensed Product with a Third Party Product and the retrieval, manipulation, processing and/or modification of any Customer Data or data residing on such Third Party Product is subject to Customer’s activation and correct configuration of such integration. Showpad shall have no responsibilities or liabilities in that regard. Any data or Customer Data leaving the Third Party Product, shall occur under Customer’s own responsibility. v) The licensed Product may be subject to limitations, failures, delays, and/or other matters inherent to the use of the internet, electronic communications and/or Devices. Showpad is under no circumstance responsible or liable for any damage, loss of liabilities arising therefrom, or issues not caused by, or under the control of, Showpad; viv) The way the Customer Data is manipulated by the User through the Licensed Product may lead to unexpected results, loss or corruption of Customer Data or other unpredictable results, damages or (un)intended exposure to third parties, and that Showpad does not bear any responsibility or liability thereto. 3.4. Usage of the Licensed Product is limited per User to a maximum of three (3) Devices. 3.5. The number of Users is limited to the number of Users as ordered. 3.6. User Accounts may be reassigned by the Customer to new Users replacing former Users who no longer require ongoing use of their user Account. 3.7. The number of User subscriptions purchased cannot be decreased during the relevant Subscription Term. 3.8. Unless otherwise agreed upon, additional Users subscriptions may be ordered by the Customer during the then current Subscription Term (“Additional User Subscriptions”) to the extent: i) the term of the additional User subscriptions is coterminous with the expiration of the then current Subscription Term (which may result in a pro-rated pricing for such Additional User Subscriptions); andTerm; ii) pricing for the terms additional User subscriptions shall be the same as that for the pre-existing User subscriptions (excluding any one-off rebates), prorated for the remainder of this Agreement applythe then current Subscription Term. 3.93.8. The features/functionality of the Licensed Product, the level of “customer success coaching”, as well as the additional options to the Licensed Product as ordered, shall be in line with the product overview as available through xxx.xxxxxxx.xxx.

Appears in 1 contract

Samples: Saas Subscription Agreement

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Licensed Product. 3.1. Customer confirms that the subscriptions to the Licensed Product is neither contingent upon the delivery of any future functionality or features, nor dependent upon any oral or written public comments made by Showpad with respect to (potential) future functionality or features. 3.2. Showpad reserves the right, at any time, to change the Licensed Product and its features (including occasional deprecation and removal of certain features and functionality). In case of such change, Showpad will use commercially reasonable efforts to notify Customer of any such change which Showpad believes is likely to have a material, adverse impact on Customer’s, via the then-current email address indicated in the Showpad billing center. In case Customer does not agree with such change, Customer must notify Showpad within thirty (30) calendar days, in which case parties shall apply the dispute resolution procedure as applicable under this Agreement. In absence of such timely notification Customer is deemed to agree with the change. 3.3. Customer understands and acknowledges that: i) In Case Customer or its Users provide Showpad with any Feedback, Showpad, Inc. Customer shall have deemed granted Showpad a royalty-free, transferable, worldwide, assignable, irrevocable, perpetual license to incorporate and/or otherwise use such Feedback in any way it sees fit (including in or relating to the (the operation of) the Licensed Product), without any right for the Customer to receive any compensation therefore. Customer understands that it is not obliged to provide for any Feedback. ii) Showpad does not provide for any (custom) deliverables and/or any services under this Agreement, which would qualify as work-made- for-hire. iii) Customer may choose to activate or use certain Third Party Products to work with the Licensed Product. The , whereby the use of such Third Party Products is subject to the Showpad Third Party Products Policy. iv) Any integration or interaction of the Licensed Product with a Third Party Product and the retrieval, manipulation, processing and/or modification of any Customer Data or data residing on such Third Party Product is subject to Customer’s activation and correct configuration of such integration. Showpad shall have no responsibilities or liabilities in that regard. Any data or Customer Data leaving the Third Party Product, shall occur under Customer’s own responsibility. v) The licensed Product may be subject to limitations, failures, delays, and/or other matters inherent to the use of the internet, electronic communications and/or Devices. Showpad is under no circumstance responsible or liable for any damage, loss of liabilities arising therefrom, or issues not caused by, or under the control of, Showpad; viv) The way the Customer Data is manipulated by the User through the Licensed Product may lead to unexpected results, loss or corruption of Customer Data or other unpredictable results, damages or (un)intended exposure to third parties, and that Showpad does not bear any responsibility or liability thereto. 3.4. Usage of the Licensed Product is limited per User to a maximum of three (3) Devices. 3.5. The number of Users is limited to the number of Users as ordered. 3.6. User Accounts may be reassigned by the Customer to new Users replacing former Users who no longer require ongoing use of their user Account. 3.7. The number of User subscriptions purchased cannot be decreased during the relevant Subscription Term. 3.8. Unless otherwise agreed upon, additional Users subscriptions may be ordered by the Customer during the then current Subscription Term (“Additional User Subscriptions”) to the extent: i) the term of the additional User subscriptions is coterminous with the expiration of the then current Subscription Term (which may result in a pro-rated pricing for such Additional User Subscriptions); andTerm; ii) pricing for the terms additional User subscriptions shall be the same as that for the pre-existing User subscriptions (excluding any one-off rebates), prorated for the remainder of this Agreement applythe then current Subscription Term. 3.93.8. The features/functionality of the Licensed Product, the level of “customer success coaching”, as well as the additional options to the Licensed Product as ordered, shall be in line with the product overview as available through xxx.xxxxxxx.xxx.

Appears in 1 contract

Samples: Saas Subscription Agreement

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