Service Provider Software. All Service Provider Software is, or shall be, and shall remain, the exclusive property of Service Provider or its third party licensor and Recipient shall have no rights or interests to the Service Provider Software. Service Provider shall obtain any consents or approvals necessary in connection with Service Provider's use of the Service Provider Software to provide the Services to Recipient. The Recipient will be required to obtain and pay for any licenses required beyond those that the service provider specifically takes responsibility for on Schedule D.
Service Provider Software. As of the Effective Date, to assist in providing Services for the Term and any Termination/Expiration Assistance period, Service Provider hereby grants to Customer, during the Term and any Termination/Expiration Assistance period, a non-exclusive, non-transferable, royalty-free, fully paid-up, worldwide license, under all of Service Provider’s Intellectual Property, to use, disclose, execute, copy, reproduce, display, perform, link and combine with other Software or hardware, the Services Software owned by Service Provider, which is identified on Schedule C as Service Provider Software (“Service Provider Software”), and any Updates and Enhancements thereto; in each case, to the extent necessary for Customer to receive the Services or the Termination/Expiration Assistance, as applicable, in accordance with the Agreement, . The license granted to Customer under this Section 6.1(b) includes rights solely to the Object Code of the Service Provider Software. The license granted to Customer under this Section 6.1(b) includes the right to grant sublicenses of similar or lesser scope to any and all Customer agents, provided that such sublicense shall be pursuant to a written agreement, which imposes on the sublicensee the same confidentiality and other obligations imposed on Customer hereunder, and which shall terminate on the date of termination of the license granted to Customer. Customer shall not use, distribute, sell, assign, transfer, copy, sublicense or otherwise make available to any Person, the Service Provider Software except as expressly permitted in this Agreement. Any decompiling, disassembly, reverse-engineering or modification of the Service Provider Software (except as mutually agreed upon by the parties) is strictly prohibited. As between the parties, Service Provider Software is and shall remain the exclusive property of Service Provider. Customer shall not be permitted to use Service Provider Software for the benefit of any Person other than Customer without the prior written consent of Service Provider, which may be withheld at Service Provider’s sole discretion. Customer shall not remove, alter or otherwise render illegible any copyright or similar proprietary notices placed on any full or partial copy, modified or unmodified, of the Service Provider Software. Except as otherwise requested or approved by Service Provider, Customer shall cease all use of Service Provider Software upon expiration or termination of this Agreement (or after any ap...
Service Provider Software. Service Provider has developed or licensed at considerable expense the Service Provider Software. All Service Provider Software, including Service Provider Software developed, licensed or put in service during the Term, shall be and shall remain the exclusive property of Service Provider or its licensor and Client shall have no rights or interests in the Service Provider Software except for the license rights granted in this ARTICLE 14 or as expressly set forth in this Agreement. [***]*
Service Provider Software. All Service Provider Software is, or shall be, and shall remain, the exclusive property of Service Provider or its third party licensor and Recipient shall have no rights or interests to the Service Provider Software. Service Provider represents and warrants that it has obtained or will obtain all consents or approvals necessary in connection with Service Provider's use of the Service Provider Software to provide the Services. Notwithstanding the foregoing, in connection with Software licensed from IBM, Service Provider acknowledges that it has been verbally advised by IBM that the Service Provider Software provided by IBM may be used by Service Provider to provide the Services. However, if IBM or any other licensor of Service Provider Software no longer permits Service Provider to use the Service Provider Software or any portion thereof to provide the Services, Recipient shall obtain a license for such software at its own cost (which permits Service Provider to use such software to provide the Services), Service Provider shall reduce the Fees to reflect such reduction in its
Service Provider Software. All Service Provider Software is, or shall be, and shall remain, the exclusive property of Service Provider or its third party licenser and Recipient shall have no rights or interests to the Service Provider Software, except as described in this SECTION 5.
Service Provider Software. 7 ARTICLE 6. DATA......................................................... 7 6.01
Service Provider Software. 35.2.1. The Service Provider will grant to COT a non-exclusive, non-transferable, royalty free, limited right to use the Service Provider Proprietary Software during the Term to the extent necessary for COT to receive and benefit from the Services to the extent and as separately agreed between the Parties in writing.
35.2.2. All the Service Provider Proprietary Software and intellectual property used by the Service Provider in respect of the Services (other than the COT Propriety Software) is, or shall be, and shall remain, the exclusive property of the Service Provider or its third party licensor, as applicable, and (save as stated in clause 35.2.1) COT shall have no rights or interest in or to any of the Service Provider Proprietary Software and/or the aforementioned intellectual property.
Service Provider Software. The Service Provider hereby grants to the Council from the Commencement Date a non-exclusive, non-transferable licence to use the Service Provider Software (and related technical, user and other documentation) as detailed in Schedule 10 (Intellectual Property) for the purpose set out in the Schedule of Variables.
Service Provider Software. Recipient shall pay to Service Provider the resulting increase in cost.
Service Provider Software. 12.2.1 All Service Provider Software shall be and shall remain the exclusive property of Service Provider or its licensor, and Customer shall have no rights or interests in the Service Provider Software except as expressly set forth in this Agreement. Customer hereby irrevocably assigns to Service Provider any and all rights or interests in the Service Provider Software. Service Provider makes no representations or warranties hereby with respect to the Service Provider Software.
12.2.2 Service Provider shall (a) use commercially reasonable efforts to include provisions in its licenses with licensors of Service Provider Third Party Software that allow Customer to access and Use such Service Provider Third Party Software after the expiration or termination of this Agreement [***]* or, (b) if Service Provider is unable to cause such a provision to be included in the applicable licenses, Service Provider shall (1) notify Customer and (2) use commercially reasonable efforts to cause licensors of the applicable Service Provider Third Party Software to negotiate directly with Customer with respect to the terms, conditions and prices of licensing arrangements, if any, to be entered into directly between Customer and such licensors.
