Common use of Software Licensed by Supplier Clause in Contracts

Software Licensed by Supplier. i. Supplier grants to the Commonwealth and VDSS a fully paid, perpetual, worldwide, nonexclusive, transferable, irrevocable object code license to use, copy, modify, transmit, and distribute the Software and Documentation, including any subsequent revisions, in accordance with the terms and conditions set forth herein and subject only to the limitations, restrictions, or both explicitly set forth in this Contract. It is expressly understood that “perpetual” license rights commence upon delivery of the Software to the Authorized User and exist in perpetuity unless otherwise terminated in accordance with the applicable provisions of this Contract. The Software is the property of Supplier, and no title or ownership of the Software or any of its parts, including Documentation, is or will be transferred to the Commonwealth or any VDSS by this license grant. The Commonwealth shall have the right to use, copy, modify, transmit, and distribute the Software for their benefit, for government use and purposes, and for the benefit of their agents, including internal and third-party information processing. Except as expressly authorized, VDSS may not distribute the Software to any third party without Supplier’s prior written consent. The Commonwealth may allow access to the Software by third party vendors who are under contract with the VDSS to provide services to or on behalf of the VDSS, or by other entities as required for conducting the business of government. Access includes loading or executing the Software on behalf of the VDSS. The license fee includes a test system copy, which consists of the right to use the Software for non-production test purposes, including but not limited to, problem/defect identification, remediation, resolution, debugging, new version evaluation, Software interface testing, and disaster recovery technique analysis and implementation. Supplier shall provide replacement copies of the Software and Documentation in the event that all of VDSS copies of the Software, including all backup copies, are destroyed, irreparably damaged, or otherwise lost due to disaster or other event beyond VDSS’s reasonable control, Supplier shall provide to VDSS, at no additional cost, replacement copies of the Software and Documentation. These replacement copies will be provided to VDSS at no additional cost. Nothing contained in this section shall obligate Supplier to replace or assist in the recovery of data lost concurrent with the loss of the Software. VDSS may make a reasonable number of copies of the Software and Documentation for use in training, support, demonstrations, backup, archiving, disaster recovery, and development, and may run the Software concurrently at a back-up site, for no additional license fees or costs. VDSS agrees that any copies of the Software or Documentation that it makes under this Contract shall bear all copyright, trademark, and other proprietary notices included by Supplier. VDSS may add its own copyright or other proprietary notice, or copyright or other proprietary notice of the Commonwealth, to any copy of the Software or Documentation, which contains modifications to which the Commonwealth of VDSS has ownership rights pursuant to this Contract. Except as expressly authorized, VDSS shall not distribute the Software to any third party without Supplier’s prior written consent. Except as provided or allowed by law, no Party shall reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or other trade secrets from any Software or other intellectual property of any other Party.[[END Option 1]] [[BEGIN Option 2-Software licensed by Software Publisher (indirect)]]

Software Licensed by Supplier. i. Supplier grants to the Commonwealth and VDSS all Authorized Users a fully paid, perpetual, worldwide, nonexclusive, transferable, irrevocable object code license to use, copy, modify, transmit, and distribute the Software and Documentation, including any subsequent revisions, in accordance with the terms and conditions set forth herein and subject only to the limitations, restrictions, or both explicitly set forth in this Contract. It is expressly understood that “perpetual” license rights commence upon delivery of the Software to the Authorized User and exist in perpetuity unless otherwise terminated in accordance with the applicable provisions of this Contract. The Software is the property of Supplier, and no title or ownership of the Software or any of its parts, including Documentation, is or will be transferred to the Commonwealth or any VDSS Authorized User by this license grant. The Commonwealth shall All Authorized Users will have the right to use, copy, modify, transmit, and distribute the Software for their benefit, for government use and purposes, and for the benefit of their agents, including internal and third-party information processing. Except as expressly authorized, VDSS an Authorized User may not distribute the Software to any third party without Supplier’s prior written consent. The Commonwealth Any Authorized User may allow access to the Software by third party vendors who are under contract with the VDSS Authorized User to provide services to or on behalf of the VDSSAuthorized User, or by other entities as required for conducting the business of government. Access includes loading or executing the Software on behalf of the VDSSAuthorized Users or its agents. The license fee includes a test system copy, which consists of the right to use the Software for non-non- production test purposes, including but not limited to, problem/defect identification, remediation, resolution, debugging, new version evaluation, Software interface testing, and disaster recovery technique analysis and implementation. Supplier shall provide replacement copies of the Software and Documentation in the event that all of VDSS an Authorized User’s copies of the Software, including all backup copies, are destroyed, irreparably damaged, or otherwise lost due to disaster or other event beyond VDSSAuthorized User’s reasonable control, Supplier shall provide to VDSS, at no additional cost, such Authorized User replacement copies of the Software and Documentation. These replacement copies will be provided to VDSS Authorized User at no additional cost. Nothing contained in this section shall will obligate Supplier to replace or assist in the recovery of data lost concurrent with the loss of the Software. VDSS An Authorized User may make a reasonable number of copies of the Software and Documentation for use in training, support, demonstrations, backup, archiving, disaster recovery, and development, and may run the Software concurrently at a back-up site, for no additional license fees or costs. VDSS agrees that any Any copies of the Software or Documentation that it an Authorized User makes under this Contract shall must bear all copyright, trademark, and other proprietary notices included by Supplier. VDSS An Authorized User may add its own copyright or other proprietary notice, or copyright or other proprietary notice of the Commonwealth, Commonwealth to any copy of the Software or Documentation, which contains modifications Documentation that is modified by the Authorized User and to which the Commonwealth of VDSS or such Authorized User has ownership rights pursuant to this Contract. Except as expressly authorized, VDSS shall an Authorized User may not distribute the Software to any third party without Supplier’s prior written consent. Except as provided or allowed by law, no Party shall reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or other trade secrets from any Software or other intellectual property of any other Party.[[END Option 1]] [[BEGIN Option 2-Software licensed by Software Publisher (indirect)]]Party.

Software Licensed by Supplier. i. Supplier grants to the Commonwealth and VDSS all Authorized Users a fully paid, perpetual, worldwide, nonexclusive, transferable, irrevocable object code license to use, copy, modify, transmit, transmit and distribute the Software and Documentation, Documentation including any subsequent revisions, in accordance with the terms and conditions set forth herein and subject only to the limitations, restrictions, or both explicitly set forth in this Contract. It is expressly understood that “perpetual” license rights commence upon delivery of the Software to the Authorized User and exist in perpetuity unless otherwise terminated in accordance with the applicable provisions of this Contract. The Software is the property of Supplier, and no title or ownership of the Software or any of its parts, including Documentation, is or will be transferred to the Commonwealth or any VDSS Authorized User by this license grant. The Commonwealth shall All Authorized User will have the right to use, copy, modify, transmit, transmit and distribute the Software for their benefit, for government use and purposes, and for the benefit of their agentsAgents, including internal and third-party information processing. Except as expressly authorized, VDSS an Authorized User may not distribute the Software to any third party without Supplier’s prior written consent. The Commonwealth Any Authorized User may allow access to the Software by third party vendors who are under contract with the VDSS Authorized User to provide services to or on behalf of the VDSSAuthorized User, or by other entities as required for conducting the business of government. Access includes loading or executing the Software on behalf of the VDSSsuch Authorized Users or their Agents. The license fee includes a test system copy, which consists of the right to use the Software for non-production test purposes, including but not limited to, problem/defect identification, remediation, resolution, debugging, new version evaluation, Software interface testing, and disaster recovery technique analysis and implementation. Supplier shall provide replacement copies of the Software and Documentation in the event that all of VDSS an Authorized User’s copies of the Software, including all backup copies, are destroyed, irreparably damaged, damaged or otherwise lost due to disaster or other event beyond VDSSthe Authorized User’s reasonable control, . Supplier shall provide to VDSS, at no additional cost, the replacement copies of the Software and Documentation. These replacement copies will be provided to VDSS Documentation at no additional costcost to the Authorized User. Nothing contained in this section shall will obligate Supplier to replace or assist in the recovery of data lost concurrent with the loss of the Software. VDSS An Authorized User may make a reasonable number of copies of the Software and Documentation for use in training, support, demonstrations, backup, archiving, disaster recovery, and development, and may run the Software concurrently at a back-up site, for no additional license fees or costs. VDSS agrees that any Any copies of the Software or Documentation that it an Authorized User makes under this Contract shall must bear all copyright, trademark, and other proprietary notices included by Supplier. VDSS An Authorized User may add its own copyright or other proprietary notice, or copyright or other proprietary notice of the Commonwealth, to any copy of the Software or Documentation, which contains modifications Documentation that is modified by the Authorized User and to which the Commonwealth of VDSS or the Authorized User has ownership rights pursuant to this Contract. Except as expressly authorized, VDSS shall not distribute the Software to any third party without Supplier’s prior written consent. Except as provided or allowed by law, no Party shall reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or other trade secrets from any Software or other intellectual property of any other Party.[[END Option 1]] [[BEGIN Option 2-Software licensed by Software Publisher (indirect)]]Party.

Software Licensed by Supplier. i. Supplier grants to the Commonwealth and VDSS all Authorized Users a fully paid, perpetual, worldwide, nonexclusive, transferable, irrevocable object code license to use, copy, modify, transmit, and distribute the Software and Documentation, including any subsequent revisions, in accordance with the terms and conditions set forth herein and subject only to the limitations, restrictions, or both explicitly set forth in this Contract. It is expressly understood that “perpetual” license rights commence upon delivery of the Software to the Authorized User and exist in perpetuity unless otherwise terminated in accordance with the applicable provisions of this Contract. The Software is the property of Supplier, and no title or ownership of the Software or any of its parts, including Documentation, is or will be transferred to the Commonwealth or any VDSS Authorized User by this license grant. The Commonwealth shall All Authorized Users will have the right to use, copy, modify, transmit, and distribute the Software for their benefit, for government use and purposes, and for the benefit of their agents, including internal and third-third- party information processing. Except as expressly authorized, VDSS an Authorized User may not distribute the Software to any third party without Supplier’s prior written consent. The Commonwealth Any Authorized User may allow access to the Software by third party vendors who are under contract with the VDSS Authorized User to provide services to or on behalf of the VDSSAuthorized User, or by other entities as required for conducting the business of government. Access includes loading or executing the Software on behalf of the VDSSAuthorized Users or its agents. The license fee includes a test system copy, which consists of the right to use the Software for non-non- production test purposes, including but not limited to, problem/defect identification, remediation, resolution, debugging, new version evaluation, Software interface testing, and disaster recovery technique analysis and implementation. Supplier shall provide replacement copies of the Software and Documentation in the event that all of VDSS an Authorized User’s copies of the Software, including all backup copies, are destroyed, irreparably damaged, or otherwise lost due to disaster or other event beyond VDSSAuthorized User’s reasonable control, Supplier shall provide to VDSS, at no additional cost, such Authorized User replacement copies of the Software and Documentation. These replacement copies will be provided to VDSS Authorized User at no additional cost. Nothing contained in this section shall will obligate Supplier to replace or assist in the recovery of data lost concurrent with the loss of the Software. VDSS An Authorized User may make a reasonable number of copies of the Software and Documentation for use in training, support, demonstrations, backup, archiving, disaster recovery, and development, and may run the Software concurrently at a back-up site, for no additional license fees or costs. VDSS agrees that any Any copies of the Software or Documentation that it an Authorized User makes under this Contract shall must bear all copyright, trademark, and other proprietary notices included by Supplier. VDSS An Authorized User may add its own copyright or other proprietary notice, or copyright or other proprietary notice of the Commonwealth, Commonwealth to any copy of the Software or Documentation, which contains modifications Documentation that is modified by the Authorized User and to which the Commonwealth of VDSS or such Authorized User has ownership rights pursuant to this Contract. Except as expressly authorized, VDSS shall an Authorized User may not distribute the Software to any third party without Supplier’s prior written consent. Except as provided or allowed by law, no Party shall reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or other trade secrets from any Software or other intellectual property of any other Party.[[END Option 1]] [[BEGIN Option 2-Software licensed by Software Publisher (indirect)]]Party.

Software Licensed by Supplier. i. Supplier grants to the Commonwealth and VDSS all Authorized Users a fully paid, perpetual, worldwide, nonexclusive, transferable, irrevocable object code license to use, copy, modify, transmit, and distribute the Software and Documentation, including any subsequent revisions, in accordance with the terms and conditions set forth herein and subject only to the limitations, restrictions, or both explicitly set forth in this Contract. It is expressly understood that “perpetual” license rights commence upon delivery of the Software to the Authorized User and exist in perpetuity unless otherwise terminated in accordance with the applicable provisions of this Contract. The Software is the property of Supplier, and no title or ownership of the Software or any of its parts, including Documentation, is or will be transferred to the Commonwealth or any VDSS Authorized User by this license grant. The Commonwealth shall All Authorized Users will have the right to use, copy, modify, transmit, and distribute the Software for their benefit, for government use and purposes, and for the benefit of their agents, including internal and third-party information processing. Except as expressly authorized, VDSS an Authorized User may not distribute the Software to any third party without Supplier’s prior written consent. The Commonwealth Any Authorized User may allow access to the Software by third party vendors who are under contract with the VDSS Authorized User to provide services to or on behalf of the VDSSAuthorized User, or by other entities as required for conducting the business of government. Access includes loading or executing the Software on behalf of the VDSSAuthorized Users or its agents. The license fee includes a test system copy, which consists of the right to use the Software for non-production test purposes, including but not limited to, problem/defect identification, remediation, resolution, debugging, new version evaluation, Software interface testing, and disaster recovery technique analysis and implementation. Supplier shall provide replacement copies of the Software and Documentation in the event that all of VDSS an Authorized User’s copies of the Software, including all backup copies, are destroyed, irreparably damaged, or otherwise lost due to disaster or other event beyond VDSSAuthorized User’s reasonable control, Supplier shall provide to VDSS, at no additional cost, such Authorized User replacement copies of the Software and Documentation. These replacement copies will be provided to VDSS Authorized User at no additional cost. Nothing contained in this section shall will obligate Supplier to replace or assist in the recovery of data lost concurrent with the loss of the Software. VDSS An Authorized User may make a reasonable number of copies of the Software and Documentation for use in training, support, demonstrations, backup, archiving, disaster recovery, and development, and may run the Software concurrently at a back-up site, for no additional license fees or costs. VDSS agrees that any Any copies of the Software or Documentation that it an Authorized User makes under this Contract shall must bear all copyright, trademark, and other proprietary notices included by Supplier. VDSS An Authorized User may add its own copyright or other proprietary notice, or copyright or other proprietary notice of the Commonwealth, Commonwealth to any copy of the Software or Documentation, which contains modifications Documentation that is modified by the Authorized User and to which the Commonwealth of VDSS or such Authorized User has ownership rights pursuant to this Contract. Except as expressly authorized, VDSS shall an Authorized User may not distribute the Software to any third party without Supplier’s prior written consent. Except as provided or allowed by law, no Party shall reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or other trade secrets from any Software or other intellectual property of any other Party.[[END Option 1]] [[BEGIN Option 2-Software licensed by Software Publisher (indirect)]]Party.