Seller Maintenance Support Sample Clauses

Seller Maintenance Support. Seller agrees to provide maintenance Support and enhancements for the Software Technology and Hardware Technology. All revisions, updates, maintenance and Support of the Software Technology and Hardware Technology shall be provided to Buyer when such products or services are available. All such revisions, updates, maintenance and Support shall be the property of Buyer, and Seller hereby assigns to Buyer all of its interest, if any, in such revisions, updates, maintenance and Support. Without limiting the generality of the foregoing, Seller agrees that Buyer shall be the copyright owner of all copyrightable works of every kind and description (hereinafter collectively referred to as “Works of Authorship”) created, authored, or developed by Seller during the course of its performance of its obligations under Sections 10.1 and 10.2. Seller acknowledges that all Works of Authorship created at the direction of or for Buyer, or relate to in any way to the Purchased Assets (or the development thereof), are “works made for hire,” as that term is defined in the United States Copyright Act (17 U.S.C., §101). To the extent that any such Works of Authorship are deemed not to fall within the statutory definition of “works made for hire,” Seller agrees and hereby does assign all of its right, title and interest in and to the copyright, and related intellectual property rights in such Works of Authorship. Seller hereby irrevocably and forever waives, and agrees never to assert, any Moral Rights in or to the Works of Authorship which Seller may now have or which may accrue to Seller’s benefit under U.S. or foreign copyright laws and any and all other residual rights and benefits which arise under any other applicable law now in force or hereafter enacted. The term "Moral Rights" shall mean any and all rights of paternity or integrity of the Works of Authorship and the right to object to any modification, translation or use of the Works of Authorship, and any similar rights existing under the judicial or statutory law of any country in the world or under any treaty, regardless of whether or not such right is denominated or referred to as a moral right.
Sample 1
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Related to Seller Maintenance Support

  • Maintenance Support State Street shall use commercially reasonable efforts to correct system functions that do not work according to the System Product Description as set forth on Attachment A in priority order in the next scheduled delivery release or otherwise as soon as is practicable.

  • Software Maintenance The Vendor represents and warrants that the Software delivered to the escrow agent pursuant to subsection 11.7 for redelivery to the Owner pursuant to the Escrow Agreement will be in a form suitable for reproduction by the Owner and will include the full Source Code language statement of the Software as used by the Vendor sufficient to allow maintenance and modification.

  • Maintenance and Support Services Distributor shall provide Maintenance and Support Services to all of its Customers of Licensed Software as set forth in Sections 3.4(a) and 3.4(b) below. Distributor may require Customers to provide the own First-Line Support: however, in no event shall Siebel be responsible for First-Line or Second-Line Support. Subject to Distributor's payment of the Maintenance Fees set forth in EXHIBIT A Siebel shall provide Third-Line Support to Distributor in accordance with Siebel's then current Maintenance and Support Services Policy. Distributor shall be responsible for all support related to the Value Added Offering.

  • Compliance Support Services Provide compliance policies and procedures related to services provided by BNY Mellon and, if mutually agreed, certain of the BNY Mellon Affiliates; summary procedures thereof; and periodic certification letters. · Such Compliance Support Services are administrative in nature and do not constitute, nor shall they be construed as constituting, legal advice or the provision of legal services for or on behalf of a Fund or any other person, and such services are subject to review and approval by the applicable Fund and by the Fund’s legal counsel. · Provide access to Fund records so as to permit the Fund or TRP to test the performance of BNY Mellon in providing the services under this Agreement. · Such Compliance Support Services performed by BNY Mellon under this Agreement shall be at the request and direction of the Fund and/or its chief compliance officer (the “Fund’s CCO”), as applicable. BNY Mellon disclaims liability to the Fund, and the Fund is solely responsible, for the selection, qualifications and performance of the Fund’s CCO and the adequacy and effectiveness of the Fund’s compliance program.

  • Maintenance and Support Licensee is solely responsible for providing all maintenance and support to its customers of the Licensed Products. Licensor has, and shall have, no obligation to provide any maintenance or support to Licensee or any of Licensee’s customers with respect to any Technology and/or Licensed Products.

  • System Maintenance The Trust understands that USBFS will perform periodic maintenance to the System(s), which may cause temporary service interruptions. To the extent possible, USBFS shall notify the Trust of all planned outages and will perform any necessary maintenance during non-business hours.

  • Support and Maintenance RSA agrees to provide the maintenance and support specified in this Support Agreement and You agree to pay RSA's then-current annual support fee ("Support Fee").

  • Maintenance Services Subject to the terms of this Exhibit and Licensee's payment of all Maintenance fees, MyECheck will provide the following:

  • Property Maintenance Maintain all of its property that is necessary to or useful in the proper conduct of its business in good working condition, ordinary wear and tear excepted.

  • Aircraft Maintenance Operator shall, at its own expense, cause the Aircraft to be inspected, maintained, serviced, repaired, overhauled, and tested in accordance with FAR Part 91 so that the Aircraft will remain in good operating condition and in a condition consistent with its airworthiness certification and shall take such requirements into account in scheduling the Aircraft hereunder, including but not limited compliance with applicable airworthiness directives and service bulletins. Performance of maintenance, preventive maintenance or inspection shall not be delayed or postponed for the purpose of scheduling the Aircraft unless such maintenance or inspection can safely be conducted at a later time in compliance with applicable laws, regulations and requirements, and such delay or postponement is consistent with the sound discretion of the pilot-in-command. In the event that any non-standard maintenance is required during the term and will interfere with User’s requested or scheduled flights, Operator, or Operator’s pilot-in-command, shall notify User of the maintenance required, the effect on the ability to comply with User’s requested or scheduled flights and the manner in which the parties will proceed with the performance of such maintenance and conduct of such flight(s). In no event shall Operator be liable to User or any other person for loss, injury or damage occasioned by the delay or failure to furnish the Aircraft under this Agreement, whether or not maintenance-related.

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