Common use of Service Ownership Clause in Contracts

Service Ownership. Merchant is acquiring only a nontransferable and nonexclusive right to use the Services under this Agreement, subject to payment of all fees and monies owing by Merchant pursuant to this Agreement, as such are set forth herein. Title to and ownership of the Services, including without limitation any materials delivered to Merchant under this Agreement and any innovation, development, product, trade name, trademark, service xxxx, software program, or derivative thereof, developed by either party, will remain the exclusive property of Vantage or its third party service providers and no right or interest in the foregoing will be transferred to Merchant, by operation of law, custom, use, or any other method. Merchant shall not rent, lease, assign, pledge, disclose, sell, sublicense, distribute, or otherwise transfer for any purpose the Services, Policies, or other information or documentation provided by Vantage. Merchant shall not attempt to disassemble, decompile, reverse engineer, derive, or otherwise reproduce any part of the source code or trade secrets of the Services. Merchant shall not modify, alter, translate, or create derivative works based on the Services. Merchant will not remove any notices of proprietary or copyright restrictions from any documentation or information provided by Vantage. To the extent provided by Vantage, Merchant shall not use or disclose to any third party any application program interface (“API”) or software development kit (“SDK”) made available by Vantage, whether belonging to Vantage or a third-party service provider of Vantage, for any reason other than accessing the Services provided under this Agreement. Merchant will adhere to all instructions and limitations associated with and set forth in such API and SDK. To the extent Merchant uses any API or SDK made available by Vantage, whether belonging to Vantage or a third-party service provider of Vantage, Merchant is solely responsible for the implementation of and integration of its software and systems to Vantage’s, and for the security of all data used or transmitted through such process. Merchant may not copy, translate, modify, distribute, publicly display, or otherwise disclose to any third party the API, the SDK, or any related materials, all of which is Confidential Information hereunder. Merchant understands that the API and/or SDK, or certain portions thereof, may not be provided unless Merchant agrees to the terms and conditions of Vantage’s third- party service providers.

Service Ownership. Merchant is acquiring only a nontransferable and nonexclusive right to use the Services under this Agreement, subject to payment of all fees and monies owing by Merchant pursuant to this Agreement, as such are set forth herein. Title to and ownership of the Services, including without limitation any materials delivered to Merchant under this Agreement and any innovation, development, product, trade name, trademark, service xxxx, software program, or derivative thereof, developed by either party, will remain the exclusive property of Vantage or its third party service providers and no right or interest in the foregoing will be transferred to Merchant, by operation of law, custom, use, or any other method. Merchant shall not rent, lease, assign, pledge, disclose, sell, sublicense, distribute, or otherwise transfer for any purpose the Services, Policies, or other information or documentation provided by Vantage. Merchant shall not attempt to disassemble, decompile, reverse engineer, derive, or otherwise reproduce any part of the source code or trade secrets of the Services. Merchant shall not modify, alter, translate, or create derivative works based on the Services. Merchant will not remove any notices of proprietary or copyright restrictions from any documentation or information provided by Vantage. To the extent provided by Vantage, Merchant shall not use or disclose to any third party any application program interface (“API”) or software development kit (“SDK”) made available by Vantage, whether belonging to Vantage or a third-third party service provider of Vantage, for any reason other than accessing the Services provided under this Agreement. Merchant will adhere to all instructions and limitations associated with and set forth in such API and SDK. To the extent Merchant uses any Vantage’s API or SDK made available by Vantage, whether belonging to Vantage or a third-party service provider of Vantageand SDK, Merchant is solely responsible for the implementation of and integration of its software and systems to Vantage’sVantages, and for the security of all data used or transmitted through such process. Merchant may not copy, translate, modify, distribute, publicly display, or otherwise disclose to any third party the API, the SDK, or any related materials, all of which is Confidential Information hereunder. Merchant understands that the API and/or SDK, or certain portions thereof, may not be provided unless Merchant agrees to the terms and conditions of Vantage’s third- third party service providers.