Shared Software Sample Clauses

Shared Software. The Parties acknowledge and agree that (i) each of the three categories of Xxxx Core Software set forth in the definition of such term may include discrete Software code (e.g., routines, drivers and linked libraries) that originated from, or were adapted from Software created by NETGEAR prior to the Separation Time, and (ii) such discrete items of Xxxx Core Software, derivatives of such Xxxx Core Software, and Software from which such Xxxx Core Software was derived, are being used or are held for use by NETGEAR in its products other than the Xxxx Products (such Software as described in clauses (i) and (ii), the “Shared Software”). Accordingly, the Parties agree that the Other IP embodied in or by such Shared Software shall be considered “Xxxx Other IP” for purposes of this Agreement and licensed to NETGEAR pursuant to Section 2.5 of this Agreement.
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Shared Software. The Parties acknowledge and agree that (a) the SpinCo Licensed Software may include discrete Software code (including routines, drivers and linked libraries) that originated from, or was adapted from, Software created by Parent or its Subsidiaries prior to the Distribution and (b) such discrete items of SpinCo Licensed Software, derivatives of such SpinCo Licensed Software, and Software from which such SpinCo Licensed Software were derived, are being used or are held for use by Parent and its Subsidiaries in their products other than the SpinCo Products (such Software as described in clauses (a) and (b), the “Shared Software”). Accordingly, the Parties agree that the Intellectual Property Rights embodied in or by such Shared Software shall be considered “SpinCo Licensed Other IP” for purposes of this Agreement and a license shall be granted to or reserved by Parent, as applicable, on behalf of itself and the other members of the Parent Group, pursuant to Section 3.6 of this Agreement.
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Shared Software. Prior to the Effective Date, Provider had internally developed certain software, some of which was used to support the Health Business, some of which was used to support the eCommerce Business, and some of which (including, but not limited to, the FrontEnd switch) was used to support both the Health Business and the eCommerce Business (the "Shared Software"). Upon the Effective Date, each Party will have joint ownership in all Shared Software.
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Shared Software. The Parties acknowledge and agree that (a) the Warehouse Management Platforms may include discrete Software code (including routines, drivers and linked libraries) that originated from, or were adapted from Software created by Parent or its Subsidiaries prior to the Distribution, and (b) such discrete items of Warehouse Management Platforms, derivatives of such Warehouse Management Platforms, and Software from which such Warehouse Management Platforms were derived, are being used or are held for use by Parent and its Subsidiaries in their products other than the SpinCo Products (such Software as described in clauses (a) and (b), the “Shared Software”). Accordingly, the Parties agree that the Intellectual Property Rights embodied in or by such Shared Software shall be considered “SpinCo Licensed Other IP” for purposes of this Agreement and licensed to Parent Licensees pursuant to Section 3.5 of this Agreement.
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Shared Software. 12 Section 11.3 Use and Licensing Restrictions on Shared Software........................ 12 Section 11.4
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Shared Software. Section 11.2
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Shared Software. The Parties acknowledge and agree that LCCI and CanCo may each require rights to use the Software set forth in Section 6.3(b) of the Sellers Disclosure Letter currently owned or licensed by the Sellers (the “Shared Software”). (i) With respect to Shared Software that is owned by LCCI and freely transferable to CanCo (“Proprietary Shared Software”), notwithstanding anything herein to the contrary, at or prior to the Closing, LCCI shall transfer or cause to be transferred to CanCo an equal and undivided joint ownership interest, without any duty to account to each other for the exploitation thereof, in and to all such Proprietary Shared Software. At or prior to the Closing, LCCI shall cause one working copy of the then-current version of all Proprietary Shared Software (including all source code and associated documentation related thereto) to be delivered to CanCo. LCCI and CanCo shall be free to use, distribute, reproduce, modify, create derivative works of and otherwise exploit the Proprietary Shared Software for any purposes, without restriction of any kind, and without any duty to account to the other (it being understood that each Party shall use its reasonable best efforts to maintain the confidentiality of the source code to such Proprietary Shared Software and only disclose such source code to third parties on a need to know basis in the ordinary course of business). Following the Closing, LCCI, on the one hand, and CanCo, on the other hand, shall retain ownership of all modifications or derivative works made by such party to the Proprietary Shared Software, or on such Party’s behalf, with no obligation to disclose or license such modifications or derivative works to the other Party. CanCo, on the one hand, and LCCI, on the other hand, shall be free to transfer, assign, license or otherwise divest their respective interest in and to the Proprietary Shared Software, in whole or in part, without the prior consent of the other Party. Notwithstanding anything herein to the contrary set forth in this Agreement, the Sellers expressly disclaim any and all representations or warranties that the Proprietary Shared Software, in the form delivered to CanCo, without the licensing of the third-party Software or the use of the hardware specified in Section 6.3(b)(i) of the Sellers Disclosure Letter, is capable of replicating the functionality for which such Proprietary Shared Software is used by LCCI. (ii) With respect to Shared Software that is licensed to LCCI ...
Sample 1
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Shared Software. On or before the expiration or termination of the period during which services are being provided among the Parties pursuant to the Transition Services Agreement, Seller and Purchasers agree: (a) with respect to licenses governing software used by the Company pursuant to a license from a third party to which a member of the Company Group is not a party (the “Shared Third Party Software”) located on Company premises, to the extent permitted by the relevant license terms, and subject to the consent of the relevant third party licensor, Seller or an Affiliate of Seller shall use reasonable commercial efforts to assign to Purchasers or a member of the Company Group specified by Purchasers the Company-specific portion or portions of such licenses that can be identified (eg., by licensed site or location, number of licensed seats, number of licensed concurrent users, or otherwise ) as used solely and exclusively by or for Company Group; and (b) with respect to software used by the Company that is owned by Seller or an Affiliate of Seller other than any member of the Company Group (the “Shared BP Software”), Seller or a Seller Affiliate shall grant to Purchasers or a member of the Company Group specified by Purchasers a non-exclusive, paid up right and license to access and use such Shared BP Software (including source code) solely in connection with the business and operation of Company , provided however, that no license shall be granted under this Section 6.21(b) to selected items of Shared BP Software for which Seller or a Seller Affiliate determines in its sole discretion and in good faith that such software provides significant competitive advantage to retained businesses or operations of Seller or any Seller Affiliate; and (c) with respect to any software owned by a member of the Company Group that is also used by or on behalf of Seller or an Affiliate of Seller that is not a member of the Company Group (the “Shared Company Software”), Purchasers shall cause the relevant Company Group Members to grant to Seller or Seller’s designee a non-exclusive, paid up right and license to access and use such Shared Company Software (including source code) solely in connection with the business and operation of Seller or any Seller Affiliate.
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Related to Shared Software

  • Embedded Software To the extent any goods contain Embedded Software (defined below) that is not Buyer’s Property, no title to such Embedded Software shall pass to Buyer, and Supplier shall grant Buyer, its customers and all other users a non-exclusive worldwide, irrevocable, perpetual, royalty-free right to use, load, install, execute, demonstrate, market, test, resell, sublicense and distribute such Embedded Software as an integral part of such goods or for servicing the goods (the “Buyer-Required License”). If such Embedded Software or any part thereof is owned by a third party, prior to delivery, Supplier shall obtain the Buyer-Required License from such third-party owner. “Embedded Software” means software necessary for operation of goods and embedded in and delivered as an integral part of goods.

  • Server Software Subject to the terms and conditions of this XXXX, Vocera grants you the non-exclusive right to (i) install and run (“Use”) the Server Software on computer systems (each, a “Server Computer”) located at End User’s Facilities in the geographic territory designated above (“Territory”); (ii) to Use the Client Software in conjunction with Authorized Client Devices and such Server Computers; and (iii) for pilot licenses for certain Software provided on a trial basis, use such Software for the limited term specified by Vocera in writing. You may Use the standard Server Software on one primary Server Computer (or a primary cluster of computers suitably configured for productive use of the Server Software). You may install backup copies of the Server Software on backup Server Computers to provide redundancy in the event of failure of the primary Server Computer(s) but, unless you have acquired additional licenses or a failover license from Vocera, you may not run such backup or additional copies concurrently with the primary copies. Vocera grants you the right to use the applicable License Key issued by Vocera only to enable Use of the Server Software in conjunction with the licensed Server Computers. Server Software may be licensed for a Subscription Term as specified in the Quote.

  • Licensed Software Computer program(s) provided by Contractor in connection with the Deliverables, subject to Section 14 of this Contract.

  • Antivirus software All workstations, laptops and other systems that process and/or store PHI COUNTY discloses to CONTRACTOR or CONTRACTOR creates, receives, maintains, or transmits on behalf of COUNTY must have installed and actively use comprehensive anti-virus software solution with automatic updates scheduled at least daily.

  • Third Party Software 1. The Software may contain third party software that requires and/or additional terms and conditions. Such required third party software notices and/or additional terms and conditions are located at xxxx://xxx.xxxxxxxxx.xxx/thirdparty/index.html and are made a part of and incorporated by reference into this XXXX. By accepting this XXXX, You are also accepting the additional terms and conditions, if any, set forth therein.

  • Proprietary Software Depending upon the products and services You elect to access through Electronic Access, You may be provided software owned by BNY Mellon or licensed to BNY Mellon by a BNY Mellon Supplier (“Proprietary Software”). You are granted a limited, non-exclusive, non-transferable license to install the Proprietary Software on Your authorized computer system (including mobile devices registered with BNY Mellon) and to use the Proprietary Software solely for Your own internal purposes in connection with Electronic Access and solely for the purposes for which it is provided to You. You and Your Users may make copies of the Proprietary Software for backup purposes only, provided all copyright and other proprietary information included in the original copy of the Proprietary Software are reproduced in or on such backup copies. You shall not reverse engineer, disassemble, decompile or attempt to determine the source code for, any Proprietary Software. Any attempt to circumvent or penetrate security of Electronic Access is strictly prohibited.

  • Hardware and Software In order to use the Services, you must obtain and maintain, at your expense, compatible hardware and software as specified by Credit Union from time to time. Credit Union is not responsible for any third party software you may need to use the Services. Any such software is accepted by you as is and is subject to the terms and conditions of the software agreement you enter into directly with the third party software provider at time of download and installation.

  • Computer Software The Grantee certifies that it has appropriate systems and controls in place to ensure that state funds will not be used in the performance of this Grant Agreement for the acquisition, operation, or maintenance of computer software in violation of copyright laws.

  • Software Inclusions Restrictions

  • Required hardware and software The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: xxxxx://xxxxxxx.xxxxxxxx.xxx/guides/signer-guide- signing-system-requirements.

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