Licensee Cooperation and Notice of Infringement. Licensee shall, during the Term: (a) take all commercially reasonable measures to safeguard the Software and documentation (including all copies thereof) from infringement, misappropriation, theft, misuse or unauthorized access; (b) at Licensor's expense, take all such steps as Licensor may reasonably require to assist Licensor in maintaining the validity, enforceability and Licensor's ownership of the Intellectual Property Rights in the Software and documentation; (c) promptly notify Licensor in writing if Licensee becomes aware of: (i) any actual or suspected infringement, misappropriation or other violation of Licensor's Intellectual Property Rights in or relating to the Software or documentation; or (ii) any claim that the Software or documentation, including any production, use, marketing, sale or other disposition of the Software or documentation, in whole or in part, infringes, misappropriates or otherwise violates the Intellectual Property Rights or other rights of any Person; and (d) at Licensor's sole expense, fully cooperate with and assist Licensor in all reasonable ways in the conduct of any Action by Licensor to prevent or xxxxx any actual or threatened infringement, misappropriation or violation of Licensor's rights in, and to attempt to resolve any Actions relating to, the Software or documentation, including having Licensee's employees testify when requested and making available for discovery or trial relevant records, papers, information, samples, specimens and the like.
Appears in 3 contracts
Samples: Specific License Terms, Software License Agreement, Specific License Terms
Licensee Cooperation and Notice of Infringement. Licensee shall, during the Term:
(a) take all commercially reasonable measures to safeguard the Software and documentation Documentation (including all copies thereof) from infringement, misappropriation, theft, misuse misuse, or unauthorized access;
(b) at Licensor's ’s expense, take all such steps as Licensor may reasonably require to assist Licensor in maintaining the validity, enforceability and Licensor's ’s ownership of the Intellectual Property Rights in the Software and documentationDocumentation;
(c) promptly notify Licensor in writing if Licensee becomes aware of: (i) any actual or suspected infringement, misappropriation or other violation of Licensor's ’s Intellectual Property Rights in or relating to the Software or documentationDocumentation; or (ii) any claim that the Software or documentationDocumentation, including any production, use, marketing, sale or other disposition of the Software or documentationDocumentation, in whole or in part, infringes, misappropriates or otherwise violates the Intellectual Property Rights or other rights of any Person; and
(d) at Licensor's sole expense, fully cooperate with and assist Licensor in all reasonable ways in the conduct of any Action by Licensor to prevent or xxxxx any actual or threatened infringement, misappropriation or violation of Licensor's ’s rights in, and to attempt to resolve any Actions relating to, the Software or documentationDocumentation, including having Licensee's ’s employees testify when requested and making available for discovery or trial relevant records, papers, information, samples, specimens and the like.
Appears in 1 contract
Samples: Software License Agreement
Licensee Cooperation and Notice of Infringement. Licensee shall, during the Term:
(a) 12.1.1 take all commercially reasonable measures to safeguard the Software and documentation Documentation (including all copies thereof) from infringement, misappropriation, theft, misuse or unauthorized access;
(b) 12.1.2 at Licensor's expense, take all such steps as Licensor may reasonably require to assist Licensor in maintaining the validity, enforceability and Licensor's ownership of the Intellectual Property Rights and all intellectual property rights in the Software Software, Documentation and documentationContent;
(c) 12.1.3 promptly notify Licensor in writing if Licensee becomes you become aware of: (i) any actual or suspected infringement, misappropriation or other violation of Licensor's Intellectual Property Rights in or relating to the Software Software, Documentation, Content or documentationServices; or (ii) any claim that the Software Software, Documentation, Content or documentationServices, including any production, use, marketing, sale or other disposition of the Software or documentationthereof, in whole or in part, infringes, misappropriates or otherwise violates the Intellectual Property Rights intellectual property rights or other rights of any Personperson; and
(d) 12.1.4 at Licensor's sole expense, fully cooperate with and assist Licensor in all reasonable ways in the conduct of any Action claim by Licensor to prevent or xxxxx any actual or threatened infringement, misappropriation or violation of Licensor's rights in, and to attempt to resolve any Actions claims relating to, the Software or documentationSoftware, including having Licensee's employees testify when requested and making available for discovery or trial relevant records, papers, information, samples, specimens and the like.
Appears in 1 contract
Samples: End User License Agreement
Licensee Cooperation and Notice of Infringement. Licensee shallshall (and shall cause its Authorized Users to), during the Term:
(a) take all commercially reasonable measures to safeguard the Software and documentation the Documentation (including including, without limitation, all copies thereof) from infringement, misappropriation, theft, misuse or unauthorized access;
(b) at Licensor's ’s expense, take all such steps as Licensor may reasonably require request to assist Licensor in maintaining the validity, enforceability and Licensor's ’s ownership of the Intellectual Property Rights in and to the Software and documentationthe Documentation;
(c) promptly notify Licensor in writing if Licensee (or any of its Authorized Users) becomes aware of: of (i) any actual or suspected infringement, misappropriation or other violation of Licensor's ’s Intellectual Property Rights in or relating to the Software or documentation; the Documentation or (ii) any claim that the Software or documentationthe Documentation, including including, without limitation, any production, use, marketing, sale or other disposition of the Software or documentationthe Documentation, in whole or in part, infringes, misappropriates or otherwise violates the Intellectual Property Rights or other rights of any Person; and
(d) at Licensor's sole expense, fully cooperate with and assist Licensor in all reasonable ways in the conduct of any Action investigation or action by or on behalf of Licensor to prevent or xxxxx any actual or threatened infringement, misappropriation or violation of Licensor's ’s rights in, and to attempt to resolve any Actions claims relating to, the Software or documentationthe Documentation, including including, without limitation, having Licensee's employees ’s directors, officers, managers, members, employees, agents, contractors and other representatives testify when requested and making available for discovery or trial relevant records, papers, information, samples, specimens and the like.
Appears in 1 contract
Samples: Software License Agreement
Licensee Cooperation and Notice of Infringement. Licensee shall, during the Term:
(a) take all commercially reasonable measures to safeguard the Software and documentation Documentation (including all copies thereof) from infringement, misappropriation, theft, misuse misuse, or unauthorized access;
(b) at Licensor's expense, take all such steps as Licensor may reasonably require to assist Licensor in maintaining the validity, enforceability and Licensor's ownership of the Intellectual Property Rights in the Software and documentationDocumentation;
(c) promptly notify Licensor in writing if Licensee becomes aware of: (i) any actual or suspected infringement, misappropriation or other violation of Licensor's Intellectual Property Rights in or relating to the Software or documentationDocumentation; or (ii) any claim that the Software or documentationDocumentation, including any production, use, marketing, sale or other disposition of the Software or documentationDocumentation, in whole or in part, infringes, misappropriates or otherwise violates the Intellectual Property Rights or other rights of any Person; and
(d) at Licensor's sole expense, fully cooperate with and assist Licensor in all reasonable ways in the conduct of any Action by Licensor to prevent or xxxxx any actual or threatened infringement, misappropriation or violation of Licensor's rights in, and to attempt to resolve any Actions relating to, the Software or documentationDocumentation, including having Licensee's employees testify when requested and making available for discovery or trial relevant records, papers, information, samples, specimens and the like.
Appears in 1 contract
Samples: Software License Agreement
Licensee Cooperation and Notice of Infringement. Licensee shall, during the Term:
(a) take all commercially reasonable measures to safeguard the Software and documentation Documentation (including all copies thereof) from infringement, misappropriation, theft, misuse or unauthorized access;
(b) at Licensor's expense, take all such steps as Licensor may reasonably require to assist Licensor in maintaining the validity, enforceability and Licensor's ownership of the Intellectual Property Rights in the Software and documentationDocumentation;
(c) promptly notify Licensor in writing if Licensee becomes aware of: (i) any actual or suspected infringement, misappropriation or other violation of Licensor's Intellectual Property Rights in or relating to the Software or documentationDocumentation; or (ii) any claim that the Software or documentationDocumentation, including any production, use, marketing, sale or other disposition of the Software or documentationDocumentation, in whole or in part, infringes, misappropriates or otherwise violates the Intellectual Property Rights or other rights of any Person; and
(d) at Licensor's sole expense, fully cooperate with and assist Licensor in all reasonable ways in the conduct of any Action by Licensor to prevent or xxxxx any actual or threatened infringement, misappropriation or violation of Licensor's rights in, and to attempt to resolve any Actions relating to, the Software or documentationDocumentation, including having Licensee's employees testify when requested and making available for discovery or trial relevant records, papers, information, samples, specimens and the like.
Appears in 1 contract
Licensee Cooperation and Notice of Infringement. Licensee shall, during the Term:
(a) take all commercially reasonable measures to safeguard the Software and documentation Documentation (including all copies thereof) from infringement, misappropriation, theft, misuse misuse, or unauthorized access;
(b) at Licensor's expense, take all such steps as Licensor may reasonably require to assist assisting Licensor in maintaining the validity, enforceability and Licensor's ownership of the Intellectual Property Rights in the Software and documentationDocumentation;
(c) promptly notify Licensor in writing if Licensee becomes aware of: (i) any actual or suspected infringement, misappropriation or other violation of Licensor's Intellectual Property Rights in or relating to the Software or documentationDocumentation; or (ii) any claim that the Software or documentationDocumentation, including any production, use, marketing, sale or other disposition of the Software or documentationDocumentation, in whole or in part, infringes, misappropriates or otherwise violates the Intellectual Property Rights or other rights of any Person; and
(d) at Licensor's sole expense, fully cooperate with and assist Licensor in all reasonable ways in the conduct of any Action by Licensor to prevent or xxxxx any actual or threatened infringement, misappropriation or violation of Licensor's rights in, and to attempt to resolve any Actions relating to, the Software or documentationDocumentation, including having Licensee's employees testify when requested and making available for discovery or trial relevant records, papers, information, samples, specimens and the like.
Appears in 1 contract
Samples: License Agreement
Licensee Cooperation and Notice of Infringement. Licensee shallwill, during the Term:
(a) take all commercially reasonable measures to safeguard the Software and documentation Licensed Technology (including all copies thereof) from infringement, misappropriation, theft, misuse misuse, or unauthorized access;
(b) at Licensor's ’s expense, take all such steps as Licensor may reasonably require to assist Licensor in maintaining the validity, enforceability and Licensor's ’s ownership of the Intellectual Property Rights in the Software and documentationLicensed Technology;
(c) promptly notify Licensor in writing if Licensee becomes aware of: (i) any actual or suspected infringement, misappropriation or other violation of Licensor's ’s Intellectual Property Rights in or relating to the Software or documentationLicensed Technology; or (ii) any claim that the Software or documentationLicensed Technology, including any production, use, marketing, sale or other disposition of the Software or documentationLicensed Technology, in whole or in part, infringes, misappropriates or otherwise violates the Intellectual Property Rights or other rights of any Person; and
(d) at Licensor's ’s sole expense, fully cooperate with and assist Licensor in all reasonable ways in the conduct of any Action action by Licensor to prevent or xxxxx axxxx any actual or threatened infringement, misappropriation or violation of Licensor's ’s rights in, and to attempt to resolve any Actions actions relating to, the Software or documentation, including having Licensee's employees testify when requested and making available for discovery or trial relevant records, papers, information, samples, specimens and the likeLicensed Technology.
Appears in 1 contract
Samples: Stock Purchase Agreement (AgEagle Aerial Systems Inc.)