Common use of Resale and Transfer Clause in Contracts

Resale and Transfer. 4.1 If the Software is marked "NFR" or "Not for Resale" or "Evaluation Copy" or "Free time limited trial", Licensee may not use or exploit the Software Product or the accompanying manuals and soft- xxxx documentation for any commercial purpose and may not resell, transfer or otherwise make the Software Product available to others without the express permission of Licensor. Commercial use also includes the use of the software product to create generally accessible computer software. 4.2 However, it is permitted to grant third parties a right of use if they have to use the software product as specified by the licensee. This usually concerns employees of the licensee, but not independent service providers, in particular, however, it is not limited to service technicians, subcontractors of the licensee, etc. 4.3 The Licensee may use the plant-based Concurrent Use / Floating Licences acquired and listed in the Contract Document in each case in a location designated by the Licensee. The relocation of licences to another plant of the Licensee requires the prior consent of the Licensor. A move may take place no more than twice a year. The risks associated with such a move shall be the responsibility of the licen- see. The associated costs and expenses shall be borne by the licensee. 4.4 If the software product is licensed to a leasing company (lessor), the leasing company shall be free to make the software product available to an agreed lessee under the terms of this licence agreement. If the Leasehold Item is further leased, the Lessor shall be permitted to transfer the rights to use the Software Product together with the Leasehold Item by providing appropriate information (which shall include CMM / system / serial number, software licences granted, name / address of the old and new Lessee) in writing prior to the planned transfer, as well as to require the Lessee to accept the terms of the transferred licence in writing. 4.5 In the Perpetual Model, the Software Product may be transferred to another party as part of the sale of a Device that includes the Software Product, subject to the following conditions: (a) no copies of the software product remain with the transferring user; (b) as a condition to the effectiveness of such transfer, the receiving party must expressly acknowledge the terms of this Licence Agreement to the Licensor by email with a scanned copy of a signed infor- mation letter, such as a pdf copy, addressed to the email address provided by the Licensor; and (c) the transferred software must be up to date (latest revised software version) at the time of its transfer. Licences are transferable only within the European Union or outside the European Union only within the countries in which they were originally acquired; and (d) all software modules of the software product can only be transferred as a package and not as indi- vidual licences. 4.6 In the Subscription Model, the Software Product cannot be transferred to another party as part of the sale of a Device that includes the Software Product Licence. The new owner of the device must enter into a new subscription or purchase the licence in the perpetual model. 4.7 Transfer within legal entities or global groups of the licensee.

Resale and Transfer. 4.1 If the Software software is marked labeled as "NFR" (Not for Resale) or "Not for Resale" or "Evaluation Copy" or "Free time limited trialTime-Limited Trial", Licensee may the licensee is not authorized to use or exploit deploy the Software Product software product or the accompanying manuals and soft- xxxx software documentation for any commercial purpose purposes, and it may not resell, transfer or otherwise make the Software Product software product available to others without in any way unless it has the express permission explicit approval of Licensorthe licensor to do so. Commercial use also includes the use of the software product to create generally accessible computer software. The licensee is not authorized to rent, lease, lend or otherwise make the software product available to third parties as part of hosting or download options unless the licensor has explicitly specified or permitted this in writing. 4.2 However, it is permitted to grant third parties may be granted a right of use if they have are obliged to use the software product as specified stipulated by the licensee. This usually concerns employees of the licensee's staff, but and not independent service providers, but in particular, however, it particular is not limited to service technicians, subcontractors of the licensee, etc. 4.3 The Licensee may use the plant-based Concurrent Use / Floating Licences acquired and listed in the Contract Document in each case in a location designated by the Licensee. The relocation of licences to another plant of the Licensee requires the prior consent of the Licensor. A move may take place no more than twice a year. The risks associated with such a move shall be the responsibility of the licen- see. The associated costs and expenses shall be borne by the licensee. 4.4 If the software product is licensed to for a leasing company (lessor), the leasing company shall be is free to make the software product available to an agreed lessee under the terms of this licence license agreement. If the Leasehold Item leased item is further leased, the Lessor shall be lessor is permitted before the scheduled transfer to transfer the rights to right of use for the Software Product software product together with the Leasehold Item by providing appropriate leased item and the corresponding information about it (which shall include CMM / system / CMM/system/serial number, software licences grantedgranted licenses, name / name/address of the old and new Lesseelessee) in writing prior and to request the planned transfer, as well as to require the Lessee lessee to accept the terms of the transferred licence license in writingwritten form. 4.5 In the Perpetual Model, the Software Product 4.4 The software product may be transferred to another party as part of the sale of a Device that includes device containing the Software Product, subject to software product if the following conditionsconditions are met: (a) no No copies of the software product remain with the transferring useruser making the transfer; (b) as As a condition to for the effectiveness validity of such transfer, a transfer the receiving party must expressly acknowledge to the terms licensor his/her acceptance of the conditions of this Licence Agreement to the Licensor license agreement by email, including with this email with a scanned copy of a signed infor- mation letterwritten information notice, such as a pdf PDF copy, addressed to the email address provided by the Licensorxxxxxxxx.xxxxxxxxx.xx@xxxxx.xxx; and (c) the The transferred software must be up to date (latest revised software version) at the time of its transfertransfer (the most recent revised version of the software). Licences are transferable The licenses may only be transferred within the European Union or and outside of the European Union only within in the countries in which they were originally acquired; and (d) all software modules All of the software modules in the software product can only may be transferred only as a package and single package, not as indi- vidual licencesseparate licenses. 4.6 In the Subscription Model, the Software Product cannot be transferred to another party as part of the sale of a Device that includes the Software Product Licence. The new owner of the device must enter into a new subscription or purchase the licence in the perpetual model. 4.7 4.5 Transfer within legal entities or global groups concerns of the licensee.

Resale and Transfer. 4.1 If the Software is marked as "NFR" or "Not for Resale" or as "Evaluation Copy" or "Free time limited trial", Licensee may not use or exploit the Software Product or the accompanying manuals and soft- xxxx software documentation for any commercial purpose and may not resell, transfer or otherwise other- wise make the Software Product available to others without the express permission of Licensor. Commercial use also includes the use of the software product to create for the creation of generally accessible accessi- ble computer software. Licensee may not rent, lease, lend or make available the Software Product to any third party under any hosting or download options unless expressly stated or permitted in writing by Licensor. 4.2 However, it is permitted to grant third parties a right of use to third parties if they have to use the software product as specified by the licenseeLicensee. This usually concerns employees of the licenseeLicensee, but not independent independ- ent service providers, in particular, however, it is not limited to service technicians, subcontractors of the licenseeLicensee, etc. 4.3 The Licensee may use the plant-based Plant Concurrent Use / Floating Licences Licenses acquired and listed in the Contract Con- tract Document in each case in a location designated by the Licenseeit. The relocation of licences licenses to another plant of the Licensee requires the prior consent of the Licensor. A move may take place no more than twice a year. The risks associated with such a move shall be the responsibility of the licen- seeLicensee. The associated costs and expenses associated therewith shall be borne by the licenseeLicensee. The Licensee may use the global Concurrent Use / Floating Licenses acquired and listed in the con- tractual document globally within its company and the companies affiliated with it pursuant to Sections 15 et seq. AktG (German Stock Corporation Act). The use by third parties, in particular external service providers (except service providers in the field of maintenance, calibration, repair, relocation, and conversion of systems), customers, suppliers is permitted, insofar as they act on behalf of the Licensee. The third parties authorized to use the software are obliged to comply with the terms of the license. 4.4 If the software product Software Product is licensed to a leasing company (lessorLessor), the leasing company Lessor shall be free to make the software product Software Product available to an agreed lessee Lessee under the terms and conditions of this licence agreementLicense Agreement. If the Leasehold Item is further leased, the Lessor shall be permitted to transfer trans- fer the rights to use the Software Product together with the Leasehold Item by providing appropriate appropri- ate information (which shall include CMM / system / serial number, granted software licences grantedlicenses, name / address of the old and new Lessee) in writing prior to the planned transfer, as well as to require the Lessee to accept the terms of the transferred licence license in writing. 4.5 In the Perpetual 7-Year Model, the Software Product may be transferred to another party as part of the sale of a Device that includes the Software Product, subject to the following conditions: (a) no copies of the software product remain with the transferring user; (b) as a condition to the effectiveness of such transfer, the receiving party must expressly acknowledge the terms of this Licence License Agreement to the Licensor by email with a scanned copy of a signed infor- mation informational letter, such as a pdf copy, addressed to the email address provided by the LicensorLicen- sor; and (c) the transferred software must be up to date (latest revised software version) at the time of its transfer. Licences Licenses are transferable only within the European Union or outside the European Union only within the countries in which they were originally acquired; and (d) all software modules of the software product can only be transferred as a package and not as indi- vidual licencesindividual licenses. 4.6 In the Subscription Modelmodel, the Software Product cannot be transferred to another party as part of the sale of a Device that includes the Software Product LicenceLicense. The new owner of the device De- vice must enter into a new subscription Subscription or purchase the licence license in the perpetual 7-year model. 4.7 Transfer within legal entities or global groups of the licenseeLicensee.