Common use of Software Licensing Clause in Contracts

Software Licensing. Where applicable, Datapath offers licensed Third Party Software for use by Customer through Service Provider License Agreements (“SPLA”) as part of certified reseller programs with third party vendors (“Vendors”). Datapath will license such Third-Party Software on the terms set forth in the applicable SPLA. If Customer opts to obtain a direct license for such Third Party Software with the Vendor and hires Datapath to provide Services for the management of devices upon with the Third Party Software will run, Customer agrees to provide to Datapath evidence of a current license agreement, including the software edition/version and any use limitations, or a separate Third Party Software assurance agreement whereby the Vendor certifies to Datapath the terms and scope of the applicable license and Datapath’s right to provide Services related thereto (“Software Assurance Agreement”), within thirty (30) days after Xxxxxxxx’s request for the same. Datapath reserves the right to terminate Services if a SPLA or other license agreement is expired, if Customer’s use violates the terms of the applicable SPLA or other license agreement, or if Customer fails to provide a Software Assurance Agreement when requested by Datapath. Further, Datapath reserves the right to audit Customer’s use of Third Party Software to ensure that Customer is in compliance with the terms of the SPLA. Customer will provide to Datapath evidence or confirmation of use upon request. Customer agrees to comply with Vendor’s licensing terms of use set forth in the SPLA. If an audit reveals that Customer has underpaid license fees to Datapath or Vendor, Datapath will invoice Customer for such underpaid fees, and Customer shall pay the same on receipt of the invoice. If the underpaid fees exceed 5% of the license fees previously paid by Customer, then Customer also shall pay Datapath’s reasonable cost of conducting the audit.

Software Licensing. Where applicable, Datapath TekLinks offers licensed Third Party Software for use by Customer through Service Provider License Agreements (“SPLA”) as part of certified reseller programs with third party vendors (“Vendors”). Datapath TekLinks will license such Third-Third Party Software on the terms set forth in the applicable SPLA. If Customer opts to obtain a direct license for such Third Party Software with the Vendor and hires Datapath TekLinks to provide Services for the management of devices upon with which the Third Party Software will run, Customer agrees to provide to Datapath TekLinks evidence of a current license agreement, including the software edition/version and any use limitations, or a separate Third Party Software assurance agreement whereby the Vendor certifies to Datapath TekLinks the terms and scope of the applicable license and Datapath’s TekLinks’ right to provide Services related thereto (“Software Assurance Agreement”), within thirty (30) days after Xxxxxxxx’s TekLinks’ request for the same. Datapath TekLinks reserves the right to terminate Services if a SPLA or other license agreement is expired, if Customer’s use violates the terms of the applicable SPLA or other license agreement, or if Customer fails to provide a Software Assurance Agreement when requested by DatapathTekLinks. Further, Datapath TekLinks reserves the right to audit Customer’s use of Third Party Software to ensure that Customer is in compliance with the terms of the SPLA. Customer will provide to Datapath TekLinks evidence or confirmation of use upon request. Customer agrees to comply with Vendor’s licensing terms of use set forth in the SPLA. If an audit reveals that Customer has underpaid license fees to Datapath TekLinks or Vendor, Datapath TekLinks will invoice Customer for such underpaid fees, and Customer shall pay the same on receipt of the invoice. If the underpaid fees exceed 5% of the license fees previously paid by Customer, then Customer also shall pay Datapath’s TekLinks’ reasonable cost of conducting the audit.

Software Licensing. Where applicable, Datapath offers licensed Third Third-Party Software for use by Customer through Service Provider License Agreements (“SPLA”) as part of certified reseller programs with third party Third- Party vendors (“Vendors”). Datapath will license such Third-Party Software on the terms set forth in the applicable SPLA. If Customer opts to obtain a direct license for such Third Third-Party Software with the Vendor and hires Datapath to provide Services for the management of devices upon with the Third Third-Party Software will run, Customer agrees to provide to Datapath evidence of a current license agreement, including the software edition/version and any use limitations, or a separate Third Third-Party Software assurance agreement whereby the Vendor certifies to Datapath the terms and scope of the applicable license and Datapath’s right to provide Services related thereto (“Software Assurance Agreement”), within thirty (30) days after XxxxxxxxDatapath’s request for the same. Datapath reserves the right to terminate Services if a SPLA or other license agreement is expired, if Customer’s use violates the terms of the applicable SPLA or other license agreement, or if Customer fails to provide a Software Assurance Agreement when requested by Datapath. Further, Datapath reserves the right to audit Customer’s use of Third Third-Party Software to ensure that Customer is in compliance with the terms of the SPLA. Customer will provide to Datapath evidence or confirmation of use upon request. Customer agrees to comply with Vendor’s licensing terms of use set forth in the SPLA. If an audit reveals that Customer has underpaid license fees to Datapath or Vendor, Datapath will invoice Customer for such underpaid fees, and Customer shall pay the same on receipt of the invoice. If the underpaid fees exceed 5% of the license fees previously paid by Customer, then Customer also shall pay Datapath’s reasonable cost of conducting the audit.

Software Licensing. Where applicable, Datapath SHDT offers licensed Third Party Software for use by Customer through Service Provider License Agreements (“SPLA”) as part of certified reseller programs with third party vendors (“Vendors”). Datapath If applicable, SHDT will license such Third-Third Party Software to Customer on the terms set forth in the applicable SPLA. If Customer opts to obtain a direct license for such Third Party Software with the Vendor and hires Datapath SHDT to provide Services for the management of devices upon with which the Third Party Software will run, Customer agrees to provide to Datapath SHDT evidence of a current license agreement, including the software edition/version and any use limitations, or a separate Third Party Software assurance agreement whereby the Vendor certifies to Datapath SHDT the terms and scope of the applicable license and DatapathSHDT’s right to provide Services related thereto (“Software Assurance Agreement”), within thirty (30) days after XxxxxxxxSHDT’s request for the same. Datapath SHDT reserves the right to terminate Services if a SPLA or other license agreement is expired, if Customer’s use violates the terms of the applicable SPLA or other license agreement, or if Customer fails to provide a Software Assurance Agreement when requested by DatapathSHDT. Further, Datapath SHDT reserves the right to audit Customer’s use of Third Party Software to ensure that Customer is in compliance with the terms of the SPLA. Customer will provide to Datapath SHDT evidence or confirmation of noncompliant use upon request. Customer agrees to comply with Vendor’s licensing terms of use set forth in the SPLA. If an audit reveals that Customer has underpaid license fees to Datapath SHDT or Vendor, Datapath SHDT will invoice Customer for such underpaid fees, and Customer shall pay the same on receipt of the invoice. If the underpaid fees exceed 5% of the license fees previously paid by Customer, then Customer also shall pay DatapathSHDT’s reasonable cost of conducting the audit.