Licensed Software. Computer program(s) provided by Contractor in connection with the Deliverables, subject to Section 14 of this Contract.
Licensed Software.
a) The Department shall have a perpetual and non-exclusive license to use the Licensed Software for the Department’s own operations and purposes. The Department shall have the right to provide other State entities and third parties access to the System, including the right to host the System.
b) For the duration of the license, Department may make and maintain copies of the Licensed Software.
c) In the event any Licensed Software Deliverable becomes the actual or prospective subject of any patent, copyright, license & proprietary rights claim or proceeding, Contractor may, at its discretion:
1. Modify the Deliverable or substitute another equally suitable Deliverable (provided that the performance of the modified or substitute Deliverable equals or exceeds that of the original Deliverable);
2. Obtain for the State or Department the right to continued use of the Deliverable; or
3. If use of the Deliverable is prevented by injunction, take back the Deliverable and credit the State or Department for any charges as a result of enjoined use as follows:
a. If the Deliverable is a periodic payment license, Contractor shall promptly refund the Department the amount of the fees paid to the Contractor for the portion of the applicable term found to be infringing.
b. If the Deliverable is a lump-sum payment license, Contractor shall promptly refund the Department any license fee paid by the Department to the Contractor for the Licensed Software Deliverable as determined by the point in the Term in which the Acceptance Date of the terminated Deliverable occurred:
1. 1st - 12th month: 100% of license fee paid
2. 13th - 24th month: 75% of license fee paid
3. 25th - 36th month: 50% of license fee paid
4. 37th month and over: 25% of license fee paid
d) Contractor shall not have any liability for any infringement claim or proceeding based on the Department's use of a Deliverable for which it was neither designed nor intended.
e) Any and all inventions or improvements to computer programs and/or base software specifically developed by the Contractor and paid for by the Department pursuant to this Contract will be owned by the State. The State shall retain all ownership rights to any such inventions or improvements.
f) Contractor shall provide to the Department reproductions of the patent, copyright, license or proprietary rights information notices which are applicable and were affixed to original Deliverables. Once the Department receives those notices, the Department sh...
Licensed Software. As used in this XXXX, the term “LICENSED SOFTWARE” means (i) Siemens’ “MSIBTM, Middleware Services for Integrated Buildings” and (ii) any related media, printed materials, and “online” or electronic documentation.
Licensed Software. Section 3.17(f).......................................27
Licensed Software. As used in this XXXX, the term “LICENSED SOFTWARE” shall mean (i) the software offered by Siemens under the brand name "Commissioning Tool" in any release for use with Siemens’ APOGEE® building automation products that are separately available for purchase from Siemens and (ii) any related documentation for the LICENSED SOFTWARE.
Licensed Software. Licensor hereby warrants that for a period of ninety (90) days from the date of delivery, the Licensed Software will operate in substantial conformance with the Documentation. All warranty claims not made in writing within such period shall be deemed waived. The foregoing warranty is solely for the benefit of Licensee and Licensee shall have no authority to extend such warranty to any third party. This warranty is contingent on the proper installation and use of the Licensed Software as described in the Documentation. After expiration of the warranty period, any support of maintenance for the Licensed Software shall be provided pursuant to Licensor’s standard Support & Maintenance Agreement.
Licensed Software. This Software Order relates to the license of the TopoDOT® Processing Suite on an Enterprise basis to multiple users within a single organization (the “Enterprise TopoDOT® License”). The TopoDOT® Processing Suite is a comprehensive Bentley MicroStation tool suite application designed to import and process 3D image data such as, but not limited to, point clouds, calibrated images and survey data. The TopoDOT® Processing Suite is a Bentley MicroStation application that will only run on specified Bentley MicroStation versions, and this Software Order does not grant the Licensee any license to, or rights to the use of, Bentley MicroStation.
Licensed Software. The Software, to the extent it is licensed from any third party licensor or constitutes "off-the-shelf" software, is held by the Company in compliance with applicable law and is fully transferable to the Purchaser without any third party consent. All of the Company's computer hardware has legitimately-licensed software installed therein.
Licensed Software. The software to which the recipient (“End User”) is being granted access (“Licensed Software”) is the proprietary technology of Defendify’s licensor (“Licensor”) and is being made available to End User pursuant and subject to the terms of, first, this End User License Agreement (“XXXX”), and second, of End User’s agreement with Defendify (“Customer Agreement”); provided that in the event of a conflict between this XXXX and the Customer Agreement, this XXXX shall control. The Licensor is an express third party beneficiary of this XXXX and may enforce it against End User directly. The duration and pricing of End User’s access to the Licensed Software will be governed by the Customer Agreement, other than Licensor’s termination rights under this XXXX. Licensor hereby grants End User a limited, personal, term-limited, royalty-free and paid up, non-sublicensable, non-transferable (other than as a result of change of control of End User), revocable, nonexclusive license to: (i) download and install the Licensed Software, only on the endpoint devices that are covered by the Managed Detection and Response (MDR) Services purchased under the Customer Agreement, and (ii) to use other Licensed Software that Licensor may make available to End User hereunder, in each of (i) and (ii) only for End User’s internal use in connection with its receipt of MDR Services. End User shall not, nor permit anyone else to: copy, modify, or distribute the Licensed Software; reverse engineer, disassemble, decompile or attempt to discover the source code of the Licensed Software (except to the extent that the foregoing is expressly permitted by applicable local law), or perform benchmarking or similar tests on the Licensed Software; rent, lease, or use the Licensed Software on behalf of any third party; or use the Licensed Software for any other purpose. As between the parties to this XXXX, title, ownership rights, and intellectual property rights in and to the Licensed Software, and any copies or portions thereof, shall remain in Licensor and its suppliers or licensors. This XXXX does not grant End User any rights not expressly granted herein. End User is responsible for all actions or omissions of its agents or personnel with respect to their use of the Licensed Software. If End User is part of an agency, department, or other entity of any national government (“Government”), the use, duplication, reproduction, release, modification, disclosure or transfer of the Licensed Software is re...
Licensed Software. As used in this XXXX, the term “LICENSED SOFTWARE” shall mean (i) the software offered by Siemens under the brand name “Desigo™ CC: Weather Extension Module” in any release and (ii) any related documentation for the LICENSED SOFTWARE.
