Common use of Proprietary Items Clause in Contracts

Proprietary Items. In the course of performance hereunder, Xxxxxxxx Consulting may use products, materials, tools and methodologies that are proprietary to Xxxxxxxx Consulting or to third parties (collectively "Proprietary Items"). As between Docent and Xxxxxxxx Consulting, Proprietary Items will be deemed Confidential Information of Xxxxxxxx Consulting for purposes of Section 6. Included among the Proprietary Items of Xxxxxxxx Consulting are tools that Xxxxxxxx Consulting identifies as Solution Construction Aids ("SCAs"), which Xxxxxxxx Consulting makes available to clients under separate licensing terms. Docent shall have or obtain no rights in such Proprietary Items (or in any modifications or enhancements to them) other than (i) to use them as authorized by Xxxxxxxx Consulting in writing from time to time solely for purposes of performing Docent Responsibilities, (ii) to the extent the Proprietary Items are incorporated into a Deliverable, to use them as part of the Deliverable for purposes of Docent's internal business only, or (iii) pursuant to Xxxxxxxx Consulting's standard license for such Proprietary Items or, in the case of Proprietary Items owned by third parties, pursuant to terms acceptable to the applicable third party. If Proprietary Items are made available to Docent under (i) or (ii) above, they will be made available in an "AS IS" condition and without express or implied warranties of any kind; those Proprietary Items made available under (iii) above shall be subject only to applicable terms of the applicable license.

Appears in 2 contracts

Samples: Master Consulting Services Agreement (Docent Inc), Master Consulting Services Agreement (Docent Inc)

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Proprietary Items. In the course of performance hereunder, Xxxxxxxx Consulting Consultant may use products, materials, tools and methodologies that are proprietary to Xxxxxxxx Consulting Consultant or to third parties (collectively "Proprietary Items"). As between Docent Digex and Xxxxxxxx ConsultingConsultant, Proprietary Items will be deemed Confidential Information of Xxxxxxxx Consulting Consultant for purposes of Section 613. Included among the Proprietary Items of Xxxxxxxx Consulting Consultant are tools that Xxxxxxxx Consulting identifies Consultant Identifies as Solution Construction Aids ("SCAs"), which Xxxxxxxx Consulting Consultant makes available to clients under separate licensing terms. Docent Digex shall have or obtain no rights in such Proprietary Items (or in any modifications or enhancements to them) other than (i) to use them as authorized by Xxxxxxxx Consulting Consultant in writing from time to time solely for purposes of performing Docent Digex Responsibilities, (ii) to the extent the Proprietary Items are incorporated into a Deliverable, to use them as part of the Deliverable for purposes of DocentDigex's internal business only, or (iii) pursuant to Xxxxxxxx ConsultingConsultant's standard license for such Proprietary Items or, in the case of Proprietary Items owned by third parties, pursuant to terms acceptable to the applicable third party. If Proprietary Items are made available to Docent Digex under (i) or (ii) above, they will be made available in an "AS IS" condition and without express or implied warranties of any kind; those Proprietary Items made available under (iii) above shall be subject only to applicable terms of the applicable license.

Appears in 1 contract

Samples: Master Consulting Services Agreement (Digex Inc/De)

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Proprietary Items. In the course of performance hereunder, Xxxxxxxx Andersen Consulting may use products, materials, tools and methodologies that methodolxxxxx xxat are proprietary to Xxxxxxxx Andersen Consulting or to third parties (collectively "Proprietary ItemsXxxxx"). As between Docent Client and Xxxxxxxx Andersen Consulting, Proprietary Items will be deemed Confidential Information Xxxxxxxxion of Xxxxxxxx Andersen Consulting for purposes of Section 6. Included among the Proprietary Pxxxxxxxxry Items of Xxxxxxxx Andersen Consulting are tools that Xxxxxxxx Andersen Consulting identifies as Solution ax Xxxxxxon Construction Aids ("SCAs"), which Xxxxxxxx xxxxh Andersen Consulting makes available to clients under separate licensing termslicenxxxx xxxms. Docent Client shall have or obtain no rights in such Proprietary Items (or in any modifications or enhancements to them) other than (i) to use them as authorized by Xxxxxxxx Andersen Consulting in writing from time to time solely for purposes of performing Docent purposex xx xxxforming Client Responsibilities, (ii) to the extent the Proprietary Items are incorporated into a Deliverable, to use them as part of the Deliverable for purposes of DocentClient's internal business only, or (iii) pursuant to Xxxxxxxx Andersen Consulting's standard license for such Proprietary Items orox, in the xx xxe case of Proprietary Items owned by third parties, pursuant to terms acceptable to the applicable third party. If Proprietary Items are made available to Docent Client under (i) or (ii) above, they will be made available in an "AS IS" condition and without express or implied warranties of any kind; those Proprietary Items made available under (iii) above shall be subject only to applicable terms of the applicable license.

Appears in 1 contract

Samples: Consulting Services Agreement (Del Monte Foods Co)

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