PROPRIETARY RIGHTS AND SOFTWARE LICENSING a. Subject to Section 7a and the terms of Cisco’s End User License Agreement (the “XXXX”), Cisco grants to Customer a non-exclusive, non-transferable license (a) to use the Software and Documentation for Customer’s internal use, and (b) where Customer is a certified Cisco reseller or authorized distributor, to market and Resell the Software and related Documentation in the Territory during the term of these Terms of Sale, solely as permitted by Section 2 (Scope) and this Section 7 (Proprietary Rights And Software Licensing) of these Terms of Sale. Any resale of Software or Documentation to any person or entity other than as expressly permitted by Section 2 (Scope) is expressly prohibited. Customer may not sublicense, to any person or entity, any rights to distribute the Software or Documentation.
b. For non-Cisco Branded products and/or services delivered in connection with these Terms of Sale: (i) third-party software and related documentation is separately licensed by the applicable third party, and Customer’s rights and responsibilities with respect to such software or documentation shall be governed in accordance with the third party licensor’s applicable software license; (ii) non-Cisco Branded products shall be governed by the applicable third party’s product terms; and (iii) non-Cisco Branded services and support shall be governed by the applicable third party’s services and support terms. If Customer chooses to order non-Cisco Branded products and/or services, Customer shall enter into one or more separate “click-accept” agreements or other third party agreements as part of the ordering, fulfilment, installation and/or download processes for such non-Cisco branded products and services. For the avoidance of doubt, the third-party supplier of non-Cisco Branded products and services shall be solely responsible for support, warranties, indemnities and other terms and conditions applicable to such products and services. Such agreements shall supersede these Terms of Sale with respect to such non-Cisco Branded products and services.
c. Where Customer is a certified Cisco Reseller, Customer shall provide a copy of the Cisco XXXX and applicable third party license agreement to each end user with delivery of the Product or prior to installation of the Software.
d. Customer shall notify Cisco promptly of any breach or suspected breach of the Cisco XXXX or third party license and further agrees that it will, at Cisco’s request, assist Cisco in efforts to pre...
PROPRIETARY RIGHTS AND SOFTWARE LICENSING. 7.1 Subject to Section 7.2 below and the terms contained in Exhibit A (Cisco’s End User License Agreement (“XXXX”)), Cisco grants to Customer a non-exclusive, non-transferable license (a) to use the Software and Documentation for Customer’s internal use, and (b) where Customer is a certified Cisco reseller or authorized distributor, to market and Resell the Software and related Documentation in the Territory during the term of these Terms of Sale, solely as permitted by Section 2.0 (Scope) and this Section 7.0 (Proprietary Rights And Software Licensing) of these Terms of Sale. Any resale of Software or Documentation to any person or entity other than as expressly permitted by Section 2.0 (Scope) is expressly prohibited. Customer may not sublicense, to any person or entity, any rights to distribute the Software or Documentation.
7.2 For non-Cisco Branded Software and Documentation delivered in connection with this Agreement which is separately licensed by a third party, Customer’s rights and responsibilities with respect to such Software or Documentation shall be governed in accordance with the third party’s applicable software license. Customer shall, on request, enter into one or more separate “click-accept” license agreements or third party license agreements as part of the installation and/or download process which shall supersede this Agreement with respect to the non-Cisco Branded Software or Documentation covered by such license.
7.3 Where Customer is a certified Cisco Reseller, Customer shall provide a copy of the Cisco XXXX and applicable third party license agreement to each end user with delivery of the Product or prior to installation of the Software. Customer shall notify Cisco promptly of any breach or suspected breach of the Cisco XXXX or third party license and further agrees that it will, at Cisco’s request, assist Xxxxx in efforts to preserve Cisco’s or its supplier’s intellectual property rights including pursuing an action against any breaching third parties.
PROPRIETARY RIGHTS AND SOFTWARE LICENSING. 9.1 Subject to the terms and conditions of this Agreement, Cisco grants to Integrator a non-exclusive, non-transferable license (a) to use the Software and Documentation for Integrator’s Internal Use under the terms of Exhibit S, and, with respect to Special License Software and related Documentation, the Special License Terms, and (b) during the term of this Agreement, to market and Resell the Software (including related Documentation) directly to End Users, solely as permitted by this Section of this Agreement, in the Territory, or, in the case of Special License Software, to grant to End Users Sublicenses to the Special License Software (including related Documentation) subject to the terms and conditions of this Section and the Special License Terms. Any Resale of any item of Software or Documentation to any person or entity other than Integrator itself that is not the End User of such Software or Documentation, including to any other Cisco integrator or reseller purchasing or licensing such Software or Documentation for purposes of Resale, is expressly prohibited.
9.2 The license granted herein shall be for use of the Software and Documentation in object code format only and solely as provided in Part (i) of Exhibit S and, with respect to Special License Software and related Documentation, the Special License Terms. Integrator may not sublicense, to any person or entity, its rights to distribute or sublicense the Software or Documentation.
9.3 Integrator shall provide a copy of the Software License Agreement (inclusive of Parts (i) and (ii)) (a copy of which is attached hereto as Exhibit S) to each End User of the Software prior to installation of the Software.
9.4 For Special License Software (and related Documentation), Cisco grants Integrator the right to grant its End Users a Sublicense to use the Special License Software (and related Documentation) pursuant to these terms and conditions and the Special License Terms. Redeployment of these licenses between End Users shall be subject to any restrictions set forth in the applicable Special License Terms. End Users’ right to use this Software (and related Documentation) must be granted via a Sublicense.
9.5 Integrator shall notify Cisco promptly of any breach of the Software License Agreement or Special License Terms and further agrees that it will diligently pursue or, at Cisco’s request, assist Cisco to diligently pursue, an action against any third parties in breach of the license.
9.6 The Special...
PROPRIETARY RIGHTS AND SOFTWARE LICENSING a. Subject to the terms of Cisco’s End User License Agreement (the “XXXX”), Cisco grants to Customer a non-exclusive, non-transferable license (a) to use the Software and Documentation for Customer’s internal use, and (b) where Customer is a certified Cisco reseller or authorized distributor, to market and Resell the Software and related Documentation in the Territory during the term of these Terms of Sale, solely as permitted by Section 2 (Scope) and this Section 7 (Proprietary Rights And Software Licensing) of these Terms of Sale. Any resale of Software or Documentation to any person or entity other than as expressly permitted by Section 2 (Scope) is expressly prohibited. Customer may not sublicense, to any person or entity, any rights to distribute the Software or Documentation.
b. Where Customer is a certified Cisco Reseller, Customer shall provide a copy of the Cisco XXXX to each end user with delivery of the Product or prior to installation of the Software.
c. Customer shall notify Cisco promptly of any breach or suspected breach of the Cisco XXXX and further agrees that it will, at Cisco’s request, assist Cisco in efforts to preserve Cisco’s intellectual property rights including pursuing an action against any breaching third parties.
PROPRIETARY RIGHTS AND SOFTWARE LICENSING. 5.1. Notwithstanding any provisions in the Agreement or any other agreements or licenses between Cisco and Channel Partner, Channel Partner shall not [***]
5.2. The Managed CPE Services or Managed/Provisioned Network Services (“MNS”) exception to Cisco’s Transfer and Relicensing Policy, which can be found at xxxx://xxx.xxxxx.xxx/en/US/prod/cisco_software_transfer_relicensing_policy.html, shall not apply to Resale of HCS-LE.
5.3. [***]
PROPRIETARY RIGHTS AND SOFTWARE LICENSING. 9.1 Subject to the remaining provisions of this Section 9.1, Cisco grants to Customer a perpetual, non-exclusive, non-transferable license (a) to use the Software for Customer's internal business use, and to create and provide Network Services to End Users in the Territory under the terms of Exhibit S; and (b) during the term of this Agreement, to market and distribute the Software in the Territory to End Users, solely as permitted in this Section. The termination of Customer's rights pursuant to section (b) of the immediately preceding sentence upon termination of this Agreement shall not affect any software license previously granted pursuant to this Agreement. The license granted herein shall be for use of the Software in object code format only and, except to the extent required to provide Network Services to End User, solely as provided in Exhibit S. Customer may not sublicense to any person or entity (including its Affiliates) its rights to distribute the Software. Cisco may terminate any individual Software license granted hereunder upon Customer's failure to comply with the terms and conditions of Section 7.0, Section 11.0, Section 12.0, Section 18.0 and Section 21.0 of this Agreement with respect to such individual Software license. In addition, Cisco may terminate all Software licenses granted hereunder upon Customer's failure to comply with the terms and conditions of this Section 9.0 with respect to any individual license granted hereunder.
9.2 Customer shall, and shall require its Affiliates to, provide a copy of the Software License Agreement (a copy of which is attached hereto as Exhibit S) to each End User of the Software prior to installation of the Software at such End User site.
9.3 Customer shall notify Cisco promptly of any known breach of the Software License Agreement and further agrees that it will pursue or, at Cisco's request, assist Cisco to diligently pursue, an action against any third parties in breach of the license. Customer agrees that it shall use good faith efforts to monitor compliance with the Software License Agreement. For purposes of this Section, "good faith efforts" shall mean the same degree of care that Customer uses in monitoring compliance with the terms and conditions of use of Customer's own intellectual property of a similar nature to the Software.
PROPRIETARY RIGHTS AND SOFTWARE LICENSING a. Subject to the terms and conditions set forth in this Agreement, Cisco grants to Integrator a limited, non-exclusive, non-transferable, revocable license (I) to use the Software and Documentation for Integrator’s Internal Use, and (ii) to market and Resell the Software and related Documentation directly to End Users in the Territory during the term of this Agreement, solely as permitted by Section 2 (Scope) and this Section 9 (Proprietary Rights And Software Licensing) of this Agreement. Any resale of Software or Documentation to any person or entity other than as expressly permitted by Section 2 (Scope) is expressly prohibited to the extent permitted by law. Cisco Products are subject to license terms which impose additional restrictions on the use, copying, or distribution of the Software.
b. Except for the limited license provided to Integrator in the preceding paragraph, Cisco reserves all right, title, and interest in and to each proprietary right embedded in or contained in any Product. Integrator acknowledges that, except as provided in the previous paragraph, it shall not sublicense or otherwise copy Software or Documentation for the benefit of, or distribute any Software or Documentation to, any other person or entity, including, without limitation, other resellers. No ‘sale’ of any Software is conveyed.
c. Integrator will not remove, alter, or destroy any form of copyright notice, trademark, logo, or confidentiality notice provided with any Product. Integrator will not affix any other xxxx or name to any Product without Cisco’s express written permission. Integrator agrees that it will not redistribute Software (including Software received as part of a Product) received from any source other than Cisco or an Authorized Source. Integrator will not translate, reverse compile or disassemble the Software, and will transfer to each End User to which Integrator Resells Products all end-user license terms and end-user documentation provided by Cisco and accompanying such Products. Integrator will, in the purchase agreement between integrator and each End User, require the End User to agree to the End User License Agreement (“XXXX”) provided by Cisco. A current copy of the XXXX is available at xxxx://xxx.xxxxx.xxx/go/xxxx. Integrator shall notify Cisco promptly of any breach or suspected breach of the Cisco XXXX or third party license and further agrees that it will, at Cisco’s request, assist Cisco in efforts to preserve Cisco’s or its supplier’s int...
PROPRIETARY RIGHTS AND SOFTWARE LICENSING. 9.1 Subject to the terms and conditions of this Agreement, Cisco grants to Integrator a non-exclusive, non-transferable license (a) to use the Software for Integrator's internal business use under the terms of Part (i) of Exhibit S, and (b) during the term of this Agreement, to market and distribute the Software, solely as permitted by Section 2 of this Agreement, in the Territory. The license granted herein shall be for use of the Software in object code format only and solely as provided in Part (i) of Exhibit S. Integrator may not sublicense to any person or entity (including its affiliates) its rights to distribute the Software.
9.2 Integrator shall provide a copy of the Software License Agreement (inclusive of Parts (i) and (ii)) (a copy of which is attached hereto as Exhibit S) to each End User of the Software prior to the installation. Integrator agrees to notify Cisco promptly of any breach of the Software License Agreement and further agrees that it will diligently pursue or, at Cisco's request, assist Cisco to diligently pursue, an action against any third parties in breach of the license.
PROPRIETARY RIGHTS AND SOFTWARE LICENSING. Ownership. Subject solely to the licenses expressly granted in these Terms of Sale, nothing contained herein will have any effect on either party’s ownership of its Intellectual Property. All rights not expressly granted in these Terms of Sale are reserved. Without limiting the above, and except to the extent otherwise expressly provided in these Terms of Sale, nothing herein may be construed as a license to either party’s Intellectual Property, expressly or by implication, estoppel, exhaustion, or otherwise. If Customer acquires any Intellectual Property in or relating to any Product or Service purchased under these Terms of Sale (including any rights in any Kymeta Marks, Kymeta Marketing Materials, derivative works, or patent improvements relating thereto), by operation of law, or otherwise, these rights are deemed and are hereby irrevocably assigned to Kymeta or its licensors, as the case may be, without further action by either party.
PROPRIETARY RIGHTS AND SOFTWARE LICENSING. 6 ARTICLE VI - LIMITED WARRANTY PROVISION .......................................7 ARTICLE VII - TRAINING.........................................................7 ARTICLE VIII -TRADEMARKS ......................................................7 ARTICLE IX -
