Protection of Source Code Sample Clauses

Protection of Source Code. To the extent feasible and allowed by law, Vendor will protect its ownership and ensure the availability of the source code of all software used in providing Services against threats by Vendor’s potential bankruptcy or the shutting down of its business operations in a way acceptable to USAC.
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Protection of Source Code. Section 2.15(j) of the Disclosure Schedule sets forth a true and complete list of any agreement pursuant to which (i) the Company provides or discloses to any Person other than an employee (with whom Company has a written non-disclosure agreement) the source code for any Company-Owned Software and (ii) the Company has deposited or is required to deposit with an escrow agent or other Person any source code for any Company-Owned Software. Except as would not reasonably be expected to be adverse to the Company, (A) none of the source code of the Company-Owned Software has been publicly published or disclosed by the Company, and (B) except for source code provided to third-party developers to make modifications or derivative works solely for the benefit of the Company, no licenses or rights have been granted to any Person to distribute, or to otherwise use to create derivative works, the source code for any Company-Owned Software.
Protection of Source Code. Convergys agrees to treat the Source Code as Confidential Information under the Agreement. In addition, Convergys agrees to the following:
Protection of Source Code. During the Term each party shall have the right to make a reasonable number of copies of any source code provided to it hereunder as necessary in its exercise of the rights granted hereunder. All such copies shall include the software owner’s proprietary and/or copyright notices that are included in the master copies. Such source code shall be stored and used only at the location(s) specified for each party in Exhibit H (“Licensed Site(s)”). If a party wishes to add or change a Licensed Site, it must notify the other party and obtain such other party’s prior written permission. Such other party shall not unreasonably withhold or delay such permission. Each party acknowledges that the other party’s source code, Enhancements thereof and other modifications thereto are Confidential Information of the owning party and shall be subject to the conditions and restrictions set forth in Section 18 of this Agreement.
Protection of Source Code. Except for Government Rights and for the rights of Governmental Authorities to access or Exploit source code pursuant to Government Contracts, (i) the Company has used commercially efforts to protect, police, and preserve the confidentiality of the source code of the Products; and (ii) no Person has any right to access or Exploit any source code owned by the Company (including any source code for CodeValor), and no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will, or would reasonably be expected to, nor will this Agreement or the transactions contemplated hereby, result in the disclosure or release of such source code by the Company, any escrow agent or any other Person to any third party.
Protection of Source Code. During. Phase 1 and Phase 2, neither party will make the source code of the L*STAR Technology or the L*STAR Product source code available to any third party without the other party's prior written consent, which will not be unreasonably withheld. Either party may nonetheless deposit the L*STAR Technology or L*STAR Product source code with a third party escrow agent, to be released to licensed users for the limited purposes of providing support to such users if the party making the deposit ceases to support the L*STAR Technology or L*STAR Product.
Protection of Source Code. Seratosa will protect the Licensed Software source code with the same care and using the precautions which it uses to protect its own source code. Seratosa will limit access to the Licensed Software source code to its employees with a need to know which have agreed in writing to maintain the confidentiality of such source code.
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Protection of Source Code. Except where Licensee has licensed the Source Code pursuant to Existing Source Licenses, Licensee agrees to take all reasonably necessary steps to prevent the unauthorized disclosure of the Source Code, including but not limited to the following: (a) Licensee will use the Source Code only at the buildings at the sites specified in Exhibit D (Authorized Sites) hereto, which have restricted access twenty-four (24) hours a day, and Licensee shall not use the Source Code at any other building or site without Ascend's prior written consent, which shall not be unreasonably withheld; (b) the Source Code shall be used only in a location such that access is restricted only to persons authorized to use the Source Code as provided in this Agreement; (c) Licensee shall prevent telephone or other remote access to the Source Code from any location other than through secure, dedicated transmission lines between the sites specified in Exhibit D (Authorized Sites), or such other sites as are consented to by Ascend pursuant to clause (a) above; and (d) the Source Code shall be installed only on a single computer system at each site specified in Exhibit D (Authorized Sites), or such other sites as are consented to by Ascend pursuant to clause (a) above, which is password protected; all Source Code files will be password protected; and only persons authorized to use the Source Code as provided in this Agreement shall know or have access to the passwords. Licensee agrees to allow Ascend representatives immediate access to all sites, buildings, rooms and computers (including passwords) where the Source Code is kept during normal business hours to ensure that Licensee is complying with its obligations with respect to the Source Code.

Related to Protection of Source Code

  • Protection of PFPC PFPC shall be indemnified by the Fund and without liability for any action PFPC takes or does not take in reliance upon directions or advice or Oral Instructions or Written Instructions PFPC receives from or on behalf of the Fund or from counsel and which PFPC believes, in good faith, to be consistent with those directions or advice and Oral Instructions or Written Instructions. Nothing in this section shall be construed so as to impose an obligation upon PFPC (i) to seek such directions or advice or Oral Instructions or Written Instructions, or (ii) to act in accordance with such directions or advice or Oral Instructions or Written Instructions.

  • Protection of Proprietary Rights 4.1 Right to Use Licensed Products Licensee acknowledges that no right, title, or interest, other than the right to use the Licensed Products, is transferred or granted by this Agreement. Licensee is prohibited from selling, renting, leasing, making available to third parties, and sublicensing the Licensed Products.

  • Protection of Proprietary Information The Seller has taken all reasonable steps to maintain the confidentiality of and otherwise protect and enforce their rights in all proprietary information pertaining to the Seller or any Seller Product. Without limiting the generality of the foregoing, no portion of the source code for any software ever owned or developed by the Seller has been disclosed or licensed to any escrow agent or other Person.

  • Protection of Trade Secrets The Executive agrees to maintain in strict confidence and, except as necessary to perform his duties for the Employer, the Executive agrees not to use or disclose any Trade Secrets of the Employer during or after his employment. “Trade Secret” means information, including a formula, pattern, compilation, program, device, method, technique, process, drawing, cost data or customer list, that: (i) derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use; and (ii) is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.

  • Protection of Trade Secrets and Confidential Information (a) Definition of “

  • Protection of Confidential Information The Servicer shall keep confidential and shall not divulge to any party, without the Seller’s prior written consent, any nonpublic information pertaining to the Mortgage Loans or any borrower thereunder, except to the extent that it is appropriate for the Servicer to do so in working with legal counsel, auditors, taxing authorities or other governmental agencies or it is otherwise in accordance with Accepted Servicing Practices.

  • Ownership and Protection of Proprietary Information (i) As used herein, the term “

  • OWNERSHIP AND PROTECTION OF INTELLECTUAL PROPERTY AND CONFIDENTIAL INFORMATION 4.1 All information, ideas, concepts, improvements, discoveries, works of authorship, and inventions, whether patentable or copyrightable or not, which are conceived, reduced to practice, authored, made, developed or acquired by Employee, individually or in conjunction with others, in the scope of Employee's employment by Employer or any of its affiliates, and/or during the term of Employee’s employment (whether during business hours or otherwise and whether on Employer's premises or otherwise) which relate to the business, products or services of Employer or its affiliates (including, without limitation, all such information relating to any corporate opportunities, research, financial and sales data, pricing and trading terms, evaluations, opinions, interpretations, acquisition prospects, the identity of customers or their requirements, the identity of key contacts within the customer's organizations or within the organization of acquisition prospects, or marketing and merchandising techniques, prospective names, and marks), and all documents, things, writings and items of any type or in any media embodying any of the foregoing (collectively, “Developments”), and any and all proprietary rights of any kind thereto, including without limitation all rights relating to patents, copyrights, trade secrets, and trademarks, shall be the sole and exclusive property of Employer or its affiliates, as the case may be. Employee hereby assigns to Employer any and all rights Employee might otherwise have in and to any such Developments, and any and all proprietary rights of any kind thereto, including without limitation all rights relating to patents, copyrights, trade secrets, and trademarks.

  • Confidentiality/Protection of Customer Information The Company shall keep confidential and shall not divulge to any party, without the Purchaser's prior written consent, the price paid by the Purchaser for the Mortgage Loans, except to the extent that it is reasonable and necessary for the Company to do so in working with legal counsel, auditors, taxing authorities or other governmental agencies. Each party agrees that it shall comply with all applicable laws and regulations regarding the privacy or security of Customer Information and shall maintain appropriate administrative, technical and physical safeguards to protect the security, confidentiality and integrity of Customer Information, including maintaining security measures designed to meet the objectives of the Interagency Guidelines Establishing Standards for Safeguarding Customer Information, 66 Fed. Reg. 8616 (the "Interagency Guidelines"). For purposes of this Section, the term "Customer Information" shall have the meaning assigned to it in the Interagency Guidelines.

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