PSC Systems Sample Clauses

PSC Systems. PSC Parent represents that one or more members of the PSC Group will have, at the time of the use of PSC Systems for provision of the Services, all rights in and to the PSC Systems necessary to use the PSC Systems that PSC elects to use on behalf of members of the SBC Group and to license the PSC Systems to the members of the SBC Group that PSC Parent is obligated to license pursuant to this Section 4.3. PSC Systems will be and remain the property of PSC Parent, and the members of the SBC Group will have no rights or interests therein except as described herein. During the term of an EPI Agreement, PSC Parent hereby grants to the applicable SBC Entity, and that SBC Entity will be deemed to accept from PSC Parent, a nonexclusive, nontransferable, paid up, royalty free license to access any PSC System as necessary in connection with the Services that the applicable PSC Entity is obligated to provide to the applicable SBC Entity under such EPI Agreement, subject to PSC Parent's right to grant such a license with respect to any PSC Systems licensed by PSC Parent. PSC Parent, with the cooperation of SBC Parent, will use all commercially reasonable efforts to obtain any third party consents necessary for members of the SBC Group to access the PSC Systems as contemplated by the preceding sentence. With respect to each EPI Agreement, provided that the SBC Entity is not in breach of that EPI Agreement and subject to PSC Parent's rights under any license agreement for any PSC System licensed by PSC Parent, PSC Parent will grant to that SBC Entity at the termination of that EPI Agreement possession of two (2) copies of the source code, user documentation and system documentation and a perpetual, nontransferable, nonexclusive, paid up, royalty free license to use the application software programs (including all related documentation) of any PSC Systems then being used by the applicable PSC Entity in providing the Services to the applicable SBC Entity (the "Licensed PSC Programs"), subject to the following: (a) Except with the prior written consent of PSC Parent or to the extent required by natural disaster or similar emergency, the Licensed PSC Programs will not be operated, directly or indirectly, (i) by persons other than employees of such SBC Entity or a third party vendor providing services to any SBC Entity, or (ii) on equipment that is not under the control of any SBC Entity or a third party vendor providing services to any SBC Entity. (b) Except with the prior ...
AutoNDA by SimpleDocs
PSC Systems. P.S.C. Systems are and shall remain Perox Xxxtems' property, and RSC shall have no rights or interests to them except as described in this Amended Agreement. Upon expiration or termination of this Amended Agreement, Perox Xxxtems shall grant to RSC a perpetual, non-transferable, nonexclusive license to use the application software programs (including all related documentation) of any P.S.C. Systems then being used by Perox Xxxtems in providing Services to RSC (the "Licensed Programs"), if RSC requests such a license in writing prior to the expiration of this Amended Agreement. This license grant is contingent upon RSC and Perox Xxxtems entering into a license agreement, in form and substance reasonably satisfactory to Perox Xxxtems and RSC, containing such terms and conditions as may be appropriate to protect the business interests and proprietary rights of Perox Xxxtems, including, but not limited to the following: a. The Licensed Programs shall be operated, directly or indirectly, only (i) by bona fide employees of RSC, and (ii) on equipment that is under the control of RSC, unless other arrangements are necessary due to natural disaster or similar emergency. b. The Licensed Programs shall be used only to process the work of RSC and its Affiliates and not to provide services to any others. c. RSC shall keep the Licensed Programs confidential and shall not at any time allow the Licensed Programs, any of their components or any modifications to them, to be disclosed to third parties, sold, assigned, leased or commercially exploited or marketed in any way, with or without charge, by RSC or its employees or agents. Except to the extent required for normal operation of the Licensed Programs as permitted by this Section 7.4, RSC shall not permit the Licensed Programs to be copied or reproduced, in whole or in part, by any person or entity at any time. d. RSC agrees that the Licensed Programs are the valuable property of Perox Xxxtems, that violation in any material respect of any provision of the arrangement referred to in this Section 7.4 would cause Perox Systems irreparable injury for which it would have no adequate remedy at law, and that Perox Xxxtems shall be entitled to preliminary and other injunctive relief against any such violation without the need to post a bond or make a showing of irreparable harm. Such injunctive relief shall be in addition to, and in no way in limitation of, any other remedies or rights which Perox Xxxtems may have at law, in e...

Related to PSC Systems

  • PFPC System PFPC shall retain title to and ownership of any and all data bases, computer programs, screen formats, report formats, interactive design techniques, derivative works, inventions, discoveries, patentable or copyrightable matters, concepts, expertise, patents, copyrights, trade secrets, and other related legal rights utilized by PFPC in connection with the services provided by PFPC to the Fund.

  • Infrastructure Infrastructure serves as the foundation and building blocks of an integrated IT solution. It is the hardware which supports Application Services (C.3.2) and IT Management Services (C.3.3); the software and services which enable that hardware to function; and the hardware, software, and services which allow for secure communication and interoperability between all business and application service components. Infrastructure services facilitate the development and maintenance of critical IT infrastructures required to support Federal government business operations. This section includes the technical framework components that make up integrated IT solutions. One or any combination of these components may be used to deliver IT solutions intended to perform a wide array of functions which allow agencies to deliver services to their customers (or users), whether internal or external, in an efficient and effective manner. Infrastructure includes hardware, software, licensing, technical support, and warranty services from third party sources, as well as technological refreshment and enhancements for that hardware and software. This section is aligned with the FEA/DoDEA Technical Reference Model (TRM) which describes these components using a vocabulary that is common throughout the entire Federal government. A detailed review of the TRM is provided in Section J, Attachment 5. Infrastructure includes complete life cycle support for all hardware, software, and services represented above, including planning, analysis, research and development, design, development, integration and testing, implementation, operations and maintenance, information assurance, and final disposition of these components. The services also include administration and help desk functions necessary to support the IT infrastructure (e.g., desktop support, network administration). Infrastructure components of an integrated IT solution can be categorized as follows:

  • Security Systems The Service may not be compatible with security systems. You may be required to maintain a telephone connection through your local exchange carrier in order to use any alarm monitoring functions for any security system installed in your home or business. You are responsible for contacting the alarm monitoring company to test the compatibility of any alarm monitoring or security system with the Service.

  • Computer Systems (a) Servicer to operate systems (b) Servicer to maintain back-up facilities (c) Servicer to notify location of computer tapes

  • Information Systems The Customer is aware that vehicles manufactured, supplied or marketed by a company within the Volvo Group are equipped with one or more systems which may gather and store information about the vehicle (the “Information Systems”), including but not limited to information relating to vehicle condition and performance and information relating to the operation of the vehicle (together, the “Vehicle Data”). The Customer agrees not to interfere with the operation of the Information System in any way.

  • Systems The details of any systems work will be determined after a thorough business analysis. System's work will be billed on a time and material basis. Investors Bank provides an allowance of 10 systems hours for data extract set up and reporting extract set up. Additional hours will be billed on a time and material basis.

  • Drainage Systems (1) Clear culvert inlets, outlets, and sediment catching basins. (2) Maintain waterbars, drainage dips, and other water diversion measures. (3) During active use, patrol and maintain functional drainage. (4) Repair damaged culvert ends.

  • Installation Services The Bitstream 2a Service includes a Standard Install as set out below (in each case to the extent that the relevant provisioning works are not already complete for the relevant Service Order).1

  • Filing Systems and Equipment A complete and comprehensive catalog of filing systems including vertical and lateral files, bookcases, mobile cabinets and freestanding file cabinets.

  • Review Systems The Asset Representations Reviewer will maintain and utilize an electronic case management system to manage the Tests and provide systematic control over each step in the Review process and ensure consistency and repeatability among the Tests.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!