Software Systems. (a) Other than as set forth on Schedule 2.17(a) of the Company Disclosure Schedule:
(i) Except for user generated content, all of which is licensed to the Company in the Ordinary Course of Business, the Company is the sole and exclusive owner of all right, title and interest in and to the Company Software, free and clear of all Liens (other than Permitted Liens), and no Company Software has been licensed to another Person other than end use in the Ordinary Course of Business;
(ii) the Company Software, together with any Software licensed and disclosed pursuant to Section 2.12(a) of the Company Disclosure Schedule and all off-the-shelf Software commercially available on standard terms non-exclusively licensed by the Company, represents the entire codebase and all customized/proprietary code (both preproduction code and current in production code) necessary to operate and maintain the Company’s business as presently conducted;
(iii) other than code that, for its function, must be disclosed (such as HTML xxxx-up, CSS, XML, scripts, or similar code where the disclosure and use thereof would not have a Material Adverse Effect), no source code of the Company Software has been licensed, provided or otherwise disclosed to a Person other than Shareholder and the employees, consultants and other Persons who contribute to the discovery or development of any of the Company Intellectual Property under the terms of confidentiality and ownership contemplated by Sections 2.16(b)(vii), 2.16(b)(viii) and
Software Systems. Licensee shall use its commercially reasonable efforts to select software systems for use at the Hotel/Casino which will interface and are otherwise compatible with the software systems used by Licensor and its Affiliates.
Software Systems. The following is a list of all software that is owned or licensed by the Loan Parties and every entity owned, in whole or in part, by any of the Loan Parties: See Schedule 3(e)
Software Systems. (i) Light AI is the sole and exclusive owner of all right, title and interest in and to the Light AI Software, free and clear of all Encumbrances, and no Light AI Software has been licensed to another Person.
(ii) The Light AI Software and all off-the-shelf Software commercially available on standard terms non-exclusively licensed by Light AI, represents the entire codebase and all customized/proprietary code (both preproduction code and current in production code) necessary to operate and maintain the Business as presently conducted.
(iii) Other than code that, for its function, must be disclosed (such as HTML mark-up, CSS, XML, scripts, or similar code where the disclosure and use thereof would not have a Material Adverse Effect), no source code of the Light AI Software has been licensed, provided or otherwise disclosed to a Person other than Acquiror and the employees, consultants and other Persons who contribute to the discovery or development of any of the Intellectual Property owned by Light AI and Light AI has used commercially reasonable best efforts to safeguard and protect all such source code as trade secrets of Light AI, and to the knowledge of Light AI, there has not been any unauthorized disclosure thereof.
(iv) Immediately following the Effective Date, no Person (other than Light AI and its employees, consultants and Advisors) shall possess a copy of the Light AI Software (or any portion thereof).
(v) To the knowledge of Light AI, the Light AI Software is substantially free of any material defects, bugs and errors, and does not contain or make available any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, Software, data or other materials (“Contaminants”).
(vi) No Software governed by a license commonly referred to as an open source, free software, copy left or community source code license (such software, “Open Source Software”), is used in or incorporated into (A) any products of Light AI, (B) the website(s) owned by Light AI or (C) any other Light AI Software, in each case, in the Business as currently conducted, in a manner that would obligate Light AI to (i) distribute or disclose any Light AI Software combined, distributed or otherwise made commercially available with such Open Source Software in source code form or (ii) license or otherwise make available any Light AI Software (or an...
Software Systems. WISD will provide access to and help administer software systems (software, process and services) to simplify school business and operations listed below (collectively the “Software Systems”), and will provide the necessary licensing, upgrades and hotfixes for those Software Systems. The supported school business and operations include:
(a) Financial Management & Human Resource Management (New World)
(b) Student Information Management (PowerSchool)
(c) Special Education Student Information Management (PowerSchool Special Programs)
(d) Learning Management System (Moodle or other solution as agreed on by the consortium)
(e) Library and Inventory services (Xxxxxxx Xxxxxxx) The functionality of the Software Systems provided by WISD may be changed or altered from time to time as needed to reflect existing technology.
Software Systems. (a) The software of each Credit Party is designed to be used and the software of each Foreign Subsidiary will, by January 1, 1999, be designed to be used, prior to, during, and after calendar year 2000 A.D., and such software will operate during each such time period without error relating to date data, specifically including any error relating to, or the conduct of, date data which represents or references different centuries or more than one century. Without limiting the generality of the foregoing, (i) no software of any Credit Party will, and, by January 1, 1999, no software of any Foreign Subsidiary will, abnormally end or provide invalid or incorrect results as a result of date data, and (ii) the software of each Credit Party has been designed to ensure, and the software of each Foreign Subsidiary will, by January 1, 1999 be designed to ensure, year 2000 A.D. compatibility, including date data, century recognition, calculations which accommodate same century and multicentury formulas and date values, and date data interface values that reflect the century.
(b) The software of each Credit Party includes and the software of each Foreign Subsidiary will, by January 1, 1999, include "Year 2000 capabilities." For purposes of this Agreement, Year 2000 capabilities means the software: (i) will manage and manipulate data involving dates, including single century formulas and multicentury formulas, and will not cause an abnormally ending scenario within the application or generate incorrect values or invalid results involving such dates, (ii) provides that all date-related users interface functionalities and data fields include the indication of century, and (iii) provides that all date-related data interface functionalities include the indication of century.
(c) The information on Schedule 4.20 is true and correct.
Software Systems. STRATEC shall cooperate with Gen-Probe to enable Gen-Probe and Gen-Probe shall cooperate with STRATEC to enable STRATEC to understand the following three Instrument Software systems in detail, their functions and their operation: (i) instrument control software (ii) service software, and (iii) data management software.
Software Systems. We use state of the art sound editing software and the leading computerized choreography and firing software systems on the market. The software allows us to ‘zoom’ in on the visual wave lengths of the audio file to accurately place effects on very specific beats.
Software Systems. Note: The Parties shall provide the software needed for data links and constraint dispatching. Note: The Network Customer shall provide 10 year load and resource forecasts to allow the long-term planning of the integrated systems. Also included shall be any future changes in the transmission systems of either party, which will affect the operation, or reliability of the Transmission System. SERVICE PROVIDER AREA PARTY Scheduling, System Control and Redispatch Reactive Supply and Voltage Control Regulation and Frequency Response Energy Imbalance Operating Reserve- Spinning Operating Reserve- Supplemental Note: The Network Customer shall arrange for all Control Area Requirements including necessary Ancillary Services. These requirements can be met by operating as a control area, contracting with the Transmission Provider, or by contracting with a Third Party. The elections of the Customer shall be noted above. Service Agreement 4 Cinergy Services, Inc. – Blanchester, OH December 1, 2001 5 Cinergy Services, Inc. June 1, 2001 6 Cinergy Services, Inc. – Lebanon, OH July 1, 2001 7 Cinergy Services, Inc. – Bethel, OH January 1, 2001 8 Cinergy Services, Inc. – Ripley, OH January 1, 2001 9 Cinergy Services, Inc. – Hamersville, OH January 1, 2002 10 Cinergy Services, Inc. – Georgetown, OH January 1, 2002 11 The New Power Company March 1, 2001 12 FirstEnergy Services Corp., now known as October 1, 2001 FirstEnergy Solutions Corp.
Software Systems. The LMS Software backend utilizes a redundant topology, so that automatic failure can occur. Comverge shall work with NPC to improve the existing Carrier system.
