Common use of Software Ownership and Limited Rights Clause in Contracts

Software Ownership and Limited Rights. The Software, SAP Materials, and all Intellectual Property Rights embodied in the foregoing, shall be the sole and exclusive property of SAP, SAP SE or its SAP Affiliates , or its or their licensors, subject to any rights expressly granted to Provider in Section 8 hereof. Except for Modifications and Add-ons authorized under this Agreement, Provider is not permitted to create derivative works of the Software or SAP Materials. Any such unauthorized works developed by Provider, and any Intellectual Property Rights embodied therein, shall be the sole and exclusive property of SAP, SAP SE or any of its SAP Affiliates, as applicable, and Provider hereby assigns all rights in them (including moral rights) to such SAP entity. To the extent Intellectual Property Rights are not eligible to be transferred by operation of the law, SAP, SAP SE or any of its SAP Affiliates shall be granted exclusive rights to use to the widest extent lawfully possible. All rights in and to the Software and SAP Materials not expressly granted in this Agreement are reserved by SAP. Provider shall use commercially reasonable efforts to ensure that no Customer is violating the terms of its Customer Service Agreement, including without limitation ensuring that the use of the Software by its Customers has not exceeded the agreed Licensed Level. In the event Provider becomes aware that any Customer is violating its Customer Service Agreement in relation to the Software or any SAP Materials, Provider shall promptly notify SAP of such. Provider shall reasonably cooperate with SAP to enforce the terms of any such Customer Services Agreement with a Customer.

Appears in 14 contracts

Samples: Outsourcing Agreement, Outsourcing Agreement, Outsourcing Agreement

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Software Ownership and Limited Rights. The Software, SAP Materials, and all Intellectual Property Rights embodied in the foregoing, shall be the sole and exclusive property of SAP, SAP SE AG or its SAP Affiliates , or its or their licensors, subject to any rights expressly granted to Provider in Section 8 hereof. Except for Modifications and Add-ons authorized under this Agreement, Provider is not permitted to create derivative works of the Software or SAP Materials. Any such unauthorized works developed by Provider, and any Intellectual Property Rights embodied therein, shall be the sole and exclusive property of SAP, SAP SE AG or any of its SAP Affiliates, as applicable, and Provider hereby assigns all rights in them (including moral rights) to such SAP entity. To the extent Intellectual Property Rights are not eligible to be transferred by operation of the law, SAP, SAP SE AG or any of its SAP Affiliates shall be granted exclusive rights to use to the widest extent lawfully possible. All rights in and to the Software and SAP Materials not expressly granted in this Agreement are reserved by SAP. Provider shall use commercially reasonable efforts to ensure that no Customer is violating the terms of its Customer Service Agreement, including without limitation ensuring that the use of the Software by its Customers has not exceeded the agreed Licensed Level. In the event Provider becomes aware that any Customer is violating its Customer Service Agreement in relation to the Software or any SAP Materials, Provider shall promptly notify SAP of such. Provider shall reasonably cooperate with SAP to enforce the terms of any such Customer Services Agreement with a Customer.

Appears in 11 contracts

Samples: Outsourcing Agreement, Outsourcing Agreement, Outsourcing Agreement

Software Ownership and Limited Rights. The Software, SAP Materials, and all All Intellectual Property Rights embodied in to the foregoing, SAP Software or Third Party Software shall be the sole and exclusive property of SAP, SAP SE or its SAP Affiliates , or its or their licensors, subject to any rights expressly granted to Provider in Section 8 hereof. Except for Modifications and Add-ons authorized under this AgreementAgreement or as expressly required by law, Provider is not permitted to create derivative works of the SAP Software or SAP Materials. Any such unauthorized works developed by Provider, and any Intellectual Property Rights embodied therein, shall be the sole and exclusive property of SAP, SAP SE or any of its SAP Affiliates, as applicable, and Provider hereby assigns all rights in them (including moral rights) to such SAP entity. To the extent Intellectual Property Rights are not eligible to be transferred by operation of the law, SAP, SAP SE or any of its SAP Affiliates shall be granted exclusive rights to use to the widest extent lawfully possible. All rights in and to the SAP Software and SAP Materials not expressly granted in this Agreement are reserved by SAP. Provider shall use commercially reasonable efforts to ensure that no Customer is violating the terms of its Customer Service Agreement, including without limitation ensuring that the use of the SAP Software by its Customers has not exceeded the agreed Licensed Level. In the event Provider becomes aware that any Customer is violating its Customer Service Agreement in relation to the SAP Software or any SAP Materials, Provider shall promptly notify SAP of such. Provider shall reasonably cooperate with SAP to enforce the terms of any such Customer Services Service Agreement with a Customer.

Appears in 5 contracts

Samples: Outsourcing Agreement, Outsourcing Agreement, Outsourcing Agreement

Software Ownership and Limited Rights. The Software, SAP Materials, and all Intellectual Property Rights embodied in the foregoing, shall be the sole and exclusive property of SAP, SAP SE or its SAP Affiliates Affiliates, or its or their licensors, subject to any rights expressly granted to Provider in Section 8 hereof. Except for Modifications and Add-ons authorized under this Agreement, Provider is not permitted to create derivative works of the Software or SAP Materials. Any such unauthorized works developed by Provider, and any Intellectual Property Rights embodied therein, shall be the sole and exclusive property of SAP, SAP SE or any of its SAP Affiliates, as applicable, and Provider hereby assigns all rights in them (including moral rights) to such SAP entity. To the extent Intellectual Property Rights are not eligible to be transferred by operation of the law, SAP, SAP SE or any of its SAP Affiliates shall be granted exclusive rights to use to the widest extent lawfully possible. All rights in and to the Software and SAP Materials not expressly granted in this Agreement are reserved by SAP. Provider shall use commercially reasonable efforts to ensure that no Customer is violating the terms of its Customer Service Agreement, including without limitation ensuring that the use of the Software by its Customers has not exceeded the agreed Licensed Level. In the event Provider becomes aware that any Customer is violating its Customer Service Agreement in relation to the Software or any SAP Materials, Provider shall promptly notify SAP of such. Provider shall reasonably cooperate with SAP to enforce the terms of any such Customer Services Agreement with a Customer.

Appears in 4 contracts

Samples: Outsourcing Agreement, Outsourcing Agreement, Outsourcing Agreement

Software Ownership and Limited Rights. The Software, SAP Materials, and all Intellectual Property Rights embodied in the foregoing, shall be the sole and exclusive property of SAP, SAP SE AG or its SAP Affiliates , or its or their licensors, subject to any rights expressly granted to Provider in Section 8 hereof. Except for Modifications and Add-ons authorized under this Agreement, Provider is not permitted to create derivative works of the Software or SAP Materials. Any such unauthorized works developed by Provider, and any Intellectual Property Rights embodied therein, shall be the sole and exclusive property of SAP, SAP SE AG or any of its SAP Affiliates, as applicable, and Provider hereby assigns all rights in them (including moral rights) to such SAP entity. To the extent Intellectual Property Rights are not eligible to be transferred by operation of the law, SAP, SAP SE AG or any of its SAP Affiliates shall be granted exclusive rights to use such works developed by the Provider to the widest extent lawfully possible. All rights in and to the Software and SAP Materials not expressly granted in this Agreement are reserved by SAP. Provider shall use commercially reasonable efforts to ensure that no Customer is violating the terms of its Customer Service Agreement, including without limitation ensuring that the use of the Software by its Customers has not exceeded the agreed Licensed Level. In the event Provider becomes aware that any Customer is violating its Customer Service Agreement in relation to the Software or any SAP Materials, Provider shall promptly notify SAP of such. Provider shall reasonably cooperate with SAP to enforce the terms of any such Customer Services Agreement with a Customer.

Appears in 3 contracts

Samples: Outsourcing Agreement, Outsourcing Agreement, Outsourcing Agreement

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Software Ownership and Limited Rights. The Software, SAP Materials, and all All Intellectual Property Rights embodied in to the foregoing, SAP Software or Third Party Software shall be the sole and exclusive property of SAP, SAP SE or its SAP Affiliates Affiliates, or its or their licensors, subject to any rights expressly granted to Provider in Section 8 hereof. Except for Modifications and Add-ons authorized under this AgreementAgreement or as expressly required by law, Provider is not permitted to create derivative works of the SAP Software or SAP Materials. Any such unauthorized works developed by Provider, and any Intellectual Property Rights embodied therein, shall be the sole and exclusive property of SAP, SAP SE or any of its SAP Affiliates, as applicable, and Provider hereby assigns all rights in them (including moral rights) to such SAP entity. To the extent Intellectual Property Rights are not eligible to be transferred by operation of the law, SAP, SAP SE or any of its SAP Affiliates shall be granted exclusive rights to use to the widest extent lawfully possible. All rights in and to the SAP Software and SAP Materials not expressly granted in this Agreement are reserved by SAP. Provider shall use commercially reasonable efforts to ensure that no Customer is violating the terms of its Customer Service Agreement, including without limitation ensuring that the use of the SAP Software by its Customers has not exceeded the agreed Licensed Level. In the event Provider becomes aware that any Customer is violating its Customer Service Agreement in relation to the SAP Software or any SAP Materials, Provider shall promptly notify SAP of such. Provider shall reasonably cooperate with SAP to enforce the terms of any such Customer Services Service Agreement with a Customer.

Appears in 2 contracts

Samples: Outsourcing Agreement, Outsourcing Agreement

Software Ownership and Limited Rights. The Software, SAP Materials, and all Intellectual Property Rights embodied in the foregoing, shall be the sole and exclusive property of SAP, SAP SE AG or its SAP Affiliates , or its or their licensors, subject to any rights expressly granted to Provider in Section 8 hereof. Except for Modifications and Add-ons authorized under this Agreement, Provider is not permitted to create derivative works of the Software or SAP Materials. Any such unauthorized works developed by Provider, and any Intellectual Property Rights embodied therein, shall be the sole and exclusive property of SAP, SAP SE AG or any of its SAP Affiliates, as applicable, and Provider hereby assigns all rights in them (including moral rights) to such SAP entity. To the extent Intellectual Property Rights are not eligible to be transferred by operation of the law, SAP, SAP SE AG or any of its SAP Affiliates shall be granted exclusive rights to use to the widest extent lawfully possible. All rights in and to the Software and SAP Materials not expressly granted in this Agreement are reserved by SAP. Provider shall use commercially reasonable efforts to ensure that no Customer is violating the terms of its Customer Service Agreement, including without limitation ensuring that the use of the Software by its Customers has not exceeded the agreed Licensed Level. In the event Provider becomes aware that any Customer is violating its Customer Service Agreement in relation to the Software or any SAP Materials, Provider shall promptly notify SAP of such. Provider shall reasonably cooperate with SAP to enforce the terms of any such Customer Services Agreement with a Customer.

Appears in 1 contract

Samples: Outsourcing Agreement

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