Common use of Software License Subscription Clause in Contracts

Software License Subscription. a) aPersona hereby grants to Subscriber a conditional, world-wide, non-exclusive, transferrable, sub- licensable license right to access the Software, use the Software, copy the Software, install the Software, distribute the Software, and resell the Software or access to it (on either an aPersona-branded or white-label basis) to Your customers (“Customers”), using aPersona License Keys to the Software with a subscription account paid in accordance with the payment terms defined in the applicable Subscription Agreement Addendum. The Software is protected by copyright laws and treaties, as well as laws and treaties related to other intellectual property. The Subscriber or its subsidiaries or affiliates, is subject to these rights and to all the terms and conditions of this Agreement and the applicable Subscription Agreement Addendum. You acknowledge that the Software, Documentation, and License Keys are proprietary of aPersona. b) aPersona Software License Transfer Policy: You may not transfer or assign Your rights under this Agreement without aPersona’s written consent. As such, it is the obligation of the transferor to obtain aPersona’s written consent and/or a new license before the transfer occurs by submitting a written request on Your Company’s letterhead, requesting the transfer. Both the transferor and the transferee must completely agree to this Agreement and its conditions. Notwithstanding the foregoing, aPersona permits license transfers and assignments without obtaining written consent to the following transferees: i) Affiliate: A Subscriber may transfer or assign its rights to the Software to its Affiliate. An Affiliate is another entity where greater than 50% of its voting power is owned or controlled by the transferring entity or where greater than 50% of the transferring entity's voting power is owned or controlled by the transferee.