PROGRAMS LICENSE Sample Clauses

PROGRAMS LICENSE. COMPANY hereby grants to DISTRIBUTOR a nonexclusive license to use and sublicense to customers the Programs solely in connection with the sale and use of the Equipment as contemplated under this Agreement. Any grant of a sublicense of Programs to a Customer shall be by written sublicense agreement which provides for all terms, conditions, restrictions and requirements as to the ownership, use and confidentiality of such Programs as set forth in, and imposed upon DISTRIBUTOR by, this Agreement. DISTRIBUTOR shall obtain COMPANY'S prior approval of the form of sublicense agreement with Customers. COMPANY shall not assign, transfer, or sublicense any Programs to any third party other than as contemplated in this Agreement, without the express written consent of COMPANY. Notwithstanding any contrary provision in this or in any other agreement between COMPANY and DISTRIBUTOR, COMPANY shall retain all right, title and interest in and to any Programs provided licensed to DISTRIBUTOR or sublicensed to customers in connection with the sale and use of the Equipment being acquired by DISTRIBUTOR or customers hereunder. DISTRIBUTOR agrees to maintain the confidentiality of the Programs and to instruct and obligate its employees and agents to do the same. Without limiting the generality of the foregoing, DISTRIBUTOR shall not reproduce or modify all or any portion of the Programs, nor shall DISTRIBUTOR disclose, sell, sublicense or otherwise transfer or make available all or any portion of the Programs to any third party, without the prior express written consent of COMPANY. In addition to any other remedy COMPANY may have, COMPANY reserves the right to terminate Distributor's license or customers sublicense, if DISTRIBUTOR or customer fails to comply with any term or condition hereof. Distributor's license or customer's sublicense, as the case may be, granted pursuant to this paragraph 6 shall also terminate at such time as DISTRIBUTOR shall permanently cease to use the Equipment. DISTRIBUTOR agrees, upon notice from COMPANY of any termination of the license granted pursuant to this paragraph 6 and, in accordance with any more specific directions from COMPANY, to deliver immediately to COMPANY all Software and copies thereof, and all Firmware chips and printed circuit boards and other tangible items and materials in the possession or custody of DISTRIBUTOR embodying the Programs.
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PROGRAMS LICENSE. IDSI hereby grants to DISTRIBUTOR/PURCHASER a nonexclusive license to use the Programs solely in connection with the use of the EQUIPMENT. DISTRIBUTOR/PURCHASER shall not assign, transfer, or sublicense any Programs to any third party, without the express written consent of IDSI. IDSI shall retain all right, title and interest in and to any Programs provided or licensed to DISTRIBUTOR/PURCHASER. DISTRIBUTOR/PURCHASER agrees to maintain the confidentiality of the Programs and to instruct and obligate its employees and agents to do the same. Without limiting the generality of the foregoing, DISTRIBUTOR/PURCHASER shall not reproduce or modify all or any portion of the Programs, nor shall DISTRIBUTOR/PURCHASER disclose, sell, sublicense or otherwise transfer or make available all or any portion of the Programs to any third party, without the prior express written consent of IDSI. In addition to any other remedy IDSI may have, IDSI reserves the right to terminate DISTRIBUTOR/PURCHASER's license if DISTRIBUTOR/PURCHASER fails to comply with any term or condition hereof. DISTRIBUTOR/PURCHASER's license, granted pursuant to this paragraph 6 shall also terminate at such time as DISTRIBUTOR/PURCHASER shall permanently cease to use the EQUIPMENT. DISTRIBUTOR/PURCHASER agrees, upon notice from IDSI of any termination of the license granted pursuant to this paragraph 6 and, in accordance with any more specific directions from IDSI, to deliver immediately to IDSI all Software and copies thereof, and all Firmware
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Related to PROGRAMS LICENSE

  • Business License Prior to commencement of work, Consultant shall obtain a business license from City.

  • Research License Each Collaborator shall allow the other Collaborator to practice any of its Non- Subject Inventions for the purpose of performing the Cooperative Work. No license, express or implied, for commercial application(s) is granted to either Collaborator in Non-Subject Inventions by performing the Cooperative Work. For commercial application(s) of Non-Subject Inventions, a license must be obtained from the owner.

  • Software Licenses Seller has all necessary licenses to use all material third-party software used in Seller's business, and Seller's use of third-party software does not infringe the rights of any Person.

  • Permits/Licenses Contractor and all Contractor’s employees or agents shall secure and maintain in force such permits and licenses as are required by law in connection with the furnishing of services pursuant to this Contract.

  • Software License The SOFTWARE is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The SOFTWARE is licensed, not sold.

  • Commercialization License Subject to the terms of this Agreement, including without limitation Section 2.2 and Theravance's Co-Promotion rights in Section 5.3.2, Theravance hereby grants to GSK, and GSK accepts, an exclusive license under the Theravance Patents and Theravance Know-How to make, have made, use, sell, offer for sale and import Alliance Products in the Territory.

  • Intellectual Property License 20.1 Any Intellectual Property originating from or developed by a Party shall remain in the exclusive ownership of that Party. 20.2 Except at otherwise expressly provided in this Agreement, no license under patents, copyrights or any other Intellectual Property right (other than the limited license to use consistent with the terms, conditions and restrictions of this Agreement) is granted by either Party or shall be implied or arise by estoppel with respect to any transactions contemplated under this Agreement.

  • Intellectual Property Licenses Except as set forth in Section 4.5 of the Company Disclosure Letter, the Company possesses adequate Intellectual Property to continue to conduct its business as heretofore conducted by it or as projected to be conducted in the Operating Plan, and all Intellectual Property existing on the date hereof, together with in the case of patents and Trademarks, the date of issuance thereof, is listed in Section 4.14 of the Company Disclosure Letter. With respect to Intellectual Property of the Company unless such Intellectual Property has become obsolete or is no longer used or useful in the conduct of the business of the Company: (a) it is valid and enforceable, is subsisting, and has not been adjudged invalid or unenforceable, in whole or in part; (b) the Company has made all necessary filings and recordations to protect its interest therein, including, without limitation, recordations of all of its interest in its Patent Property and Trademark Property in the United States Patent and Trademark Office and, to the extent necessary for the conduct of the Company's business, in corresponding offices throughout the world; (c) except as set forth in Section 4.5 of the Company Disclosure Letter, the Company is the exclusive owner of the entire and unencumbered right, title and interest in and to such Intellectual Property owned by it and no claim has been made that the use of any of its owned Intellectual Property does or may violate the asserted rights of any third party; and (d) the Company has performed, and the Company will continue to perform, all acts, and the Company has paid and will continue to pay, all required fees and taxes, to maintain each and every item of such Intellectual Property in full force and effect throughout the world, as applicable. The Company owns directly or is entitled to use, by license or otherwise, all patents, Trademarks, copyrights, mask works, licenses, technology, know-how, processes and rights with respect to any of the foregoing used in, necessary for or of importance to the conduct of the Company's business.

  • Software License Agreement 1) Customers acquiring software licenses under the Contract shall hold, use and operate such software subject to compliance with the Software License Agreement set forth in Appendix D of this Contract. No changes to the Software License Agreement terms and conditions may be made unless previously agreed to between Vendor and DIR. Customers may not add, delete or alter any of the language in Appendix D; provided however, that a Customer and Vendor may agree to additional terms and conditions that do not diminish a term or condition in the Software License Agreement, or in any manner lessen the rights or protections of Customer or the responsibilities or liabilities of Vendor. Order Fulfiller shall make the Software License Agreement terms and conditions available to all Customers at all times. 2) Compliance with the Software License Agreement is the responsibility of the Customer. DIR shall not be responsible for any Customer’s compliance with the Software License Agreement. If DIR purchases software licenses for its own use under this Contract, it shall be responsible for its compliance with the Software License Agreement terms and conditions.

  • Intellectual Property; Licenses, Etc The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person. No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

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