Software Tools. AOL shall determine in its sole discretion, which of its proprietary software tools (each a “Tool”) shall be made available to Consultant in order for Consultant to perform its duties hereunder. Consultant shall be granted a nonexclusive license to use any such Tool, which license shall be subject to: (i) Consultant’s compliance with all rules and regulations relating to use of the Tools, as published from time to time by AOL, (ii) AOL’s right to withdraw or modify such license at any time, and (iii) Consultant’s express recognition that AOL provides all Tools on an “as is” basis, without warranties of any kind.
Software Tools. Sony herby agrees to provide to Developer, and Developer hereby accepts, for the term and subject to the conditions set forth herein, the Software Tools. Developer will not, except as provided herein, permit, directly or indirectly, any third party to use all or any part of the Software Tools or the Documentation. Developer will only use the Software Tools internally for the sole purpose of developing the Executable Software in accordance with the Developer Agreement, and will only use the Documentation supplied with the Software Tools to
Software Tools. SCEA hereby agrees to provide to Developer, and Developer hereby accepts, for the term and subject to the conditions set forth herein, the non-exclusive and non-transferable (except as specifically provided herein) license to use the Software Tools and any related Documentation. Developer will not, except as provided herein, permit, directly or indirectly, any third party to use all or any part of the Software Tools or the Documentation. Developer will only use the Software Tools internally (or, as provided herein, externally pursuant to an agreement with another Licensed Developer) for the sole purpose of developing or testing the Executable Software (or portions thereof) in accordance with this LDA, and will only use the Documentation supplied with the Software Tools to support such efforts. Developer shall not sell, lease, license or otherwise transfer or dispose of the Software Tools, or permit any lien or other encumbrance with respect to the Software Tools. Developer shall not make any alterations, additions or modifications to the Software Tools without the written permission of SCEA in its discretion, and, if such permission is granted, Developer shall thereby grant to SCEA a perpetual, non-exclusive license, with right to sublicense such alterations, additions or modifications. Developer shall execute such additional documents as are reasonably necessary to effectuate any such license. Developer may create its own tools and/or utilities for use in conjunction with the Software Tools, and may license, distribute and/or sell such tools or utilities to others, provided that such tools or utilities and related documentation, if any, (i) shall not incorporate or be derivative of any portion whatsoever of the Software Tools or the Documentation or any other Sony Materials or Intellectual Property Rights of SCEA, and (ii) shall be offered by Developer to SCEA on terms not less favorable than those offered to any other person; and provided further that any assignment, license or transfer by Developer of its rights in such tools and/or utilities to any third party shall be subject to Developer's obligations herein, and Developer shall be responsible for any violation of the terms of this Agreement by such third party.
Software Tools. If any Software Tools are included in the Licensed Materials, the following license grants apply. Subject to the terms of this Agreement:
Software Tools. The Parties shall mutually agree, which, if any, of AOL’s proprietary software tools, including without limitation Rainman, Catalyst, Robohelp and Shark Lite and any other necessary tools (e.g., Telescope) for localizing technology and/or for producing and maintaining the content, clients and products for the AOL Latino Service (each a “Tool”), shall be made available to AOLA in order for AOLA to perform its duties hereunder pursuant to the terms and conditions of the License Agreement; provided, however, that AOLA must have appropriately trained personnel if required by the third party licensor for use of any such Tool and further provided that AOL has the rights to provide to AOLA for each such Tool. Notwithstanding the foregoing, AOL will provide AOLA with those Tools for which AOL has the applicable rights, and any applicable training (and necessary travel), for AOLA’s use in performing its duties hereunder and the term of the license for such Tools shall be the term of the applicable Schedule or the development requirements under the applicable PRD(s). AOL shall provide such Tools to AOLA as soon as reasonably practicable and AOLA shall have no obligation to provide Services for which such Tools are required until AOL has delivered such Tools and provided necessary training.
Software Tools. The MDC will have acxxxx xo the Cadence suite of IC software design tools through the HSS site subscription agreement. In addition, the Cadence tools will include access to tool libraries for all the wafer fabrication processes which HSS supports for design-active (meaning the tool sets and processes are maintained and up to date) processes. This includes the Taiwan Semiconductor Manufacturing Company (TSMC) wafer fab processes at 0.6u, 0.5u and 0.35u. As additional libraries are developed and made design-active, these will also be made available to the MDC. Additional development tools such as Synopsis, Hardware/Software Co-design and Co-verification tools will need to be purchased specifically for the MDC by HMCD, as HSS has no site subscription agreement for these tools. However, the MDC will leverage HSS' purchase agreements for software where possible.
Software Tools. The contractor shall provide to the State, simultaneous with its initial installation, and any subsequent enhancements, upgrades, fixes, etc., software tools (including, but not limited to compilers, editors, etc.) that the State would require to maintain or enhance the customized software. The price for said tools and the cost to train State personnel to maintain and/or to enhance the customized software shall be noted separately and included in the contractor’s cost proposal submitted to the State in response to the State’s solicitation. TAXES (JAN 2006): Any tax the contractor may be required to collect or pay upon the sale, use or delivery of the products shall be paid by the State, and such sums shall be due and payable to the contractor upon acceptance. Any personal property taxes levied after delivery shall be paid by the State. It shall be solely the State’s obligation, after payment to contractor, to challenge the applicability of any tax by negotiation with, or action against, the taxing authority. Contractor agrees to refund any tax collected, which is subsequently determined not to be proper and for which a refund has been paid to contractor by the taxing authority. In the event that the contractor fails to pay, or delays in paying, to any taxing authorities, sums paid by the State to contractor, contractor shall be liable to the State for any loss (such as the assessment of additional interest) caused by virtue of this failure or delay. Taxes based on Contractor’s net income or assets shall be the sole responsibility of the contractor. [07-7A080- 1] TERM OF CONTRACT – EFFECTIVE DATE / INITIAL CONTRACT PERIOD (JAN 2006): The effective date of this contract is December 20, 2021. The initial term of this agreement is five years from the effective date. [07-7B240-1] TERM OF CONTRACT – OPTION TO RENEW (JAN 2015): (a) At the end of the initial term, and at the end of each renewal term, this contract may be renewed for two (2) additional one (1) year periods. This contract shall automatically renew for a period of two (2) one (1) year periods, unless contractor receives notice that the state elects not to renew the contract at least thirty (30) days prior to the date of the end of the first term or of the first renewal. Contractor acknowledges that, unless excused by Section 00-00-000, if the contractor is on the then-current Iran Divestment Act List as of the date of any contract renewal, the renewal will be void ab initio. [07-7B245-2] TERM OF CONT...
Software Tools. EduSpace provides several layers of software tools, including: • software hooks to operating system resources for programming and reconfiguring the system itself (used by the TrainTrack tool), • generic tools for configuring and interacting with multimedia and virtual environments (used by the MediaMaster), • tools for building training environments and designing learning activities (used by the TaskMaster and the RuleBuilder), • knowledge acquisition tools (used by the MediaMaster), and • pedagogical tools for coaching and tutoring the student based on the process model of the student (used by the ProfileBuilder). Figure 6-3 lists the development tools and languages that will be added incrementally over time to the EduSpace software infrastructure. These tools will expand the capabilities of the instructional designer by adding new functionality to the user interface. In this way, backward compatibility with earlier EduSpace software releases can be maintained. Some of the capabilities of these development tools are described below.
Software Tools. AOL shall provide each Programmer with such proprietary software tools (each a "Tool") as AOL determines are reasonably necessary for such Programmer to perform Consultant's obligations hereunder , which tools shall be made available to the Programmers solely in order for Consultant to perform its duties hereunder. Consultant shall be granted a nonexclusive license to use any such Tool, which license shall be subject to: (i) Consultant's compliance with all rules and regulations relating to use of the Tools, as published from time to time by AOL, (ii) AOL's right to withdraw or modify such license at any time (and provide a replacement Tool, if AOL determines such replacement tool is reasonably necessary for such Programmer to perform Consultant's obligations hereunder and a replacement AOL proprietary software tool exists and is provided to AOL programmers), and (iii) Consultant's express recognition that AOL provides all Tools on an "as is" basis, without warranties of any kind. Subject to the two preceding sentences, AOL shall provide the following tools to the Programmers: VPD (Visual Publish Designer), Rainman, Grinder, Shark, Shark Lite, Community Center tool (for publishing), Poll tool (to cover all "voting tools" including quizzes, surveys, ratings, polls, etc.), URC, ASPP, Webstats, Community Centers Analysis Pages, Tracer X, Telescope and other mutually agreed upon publishing tools. To the extent the foregoing tools have not been rolled out to AOL programmers, such tools shall be provided to relevant Programmers when they are made available to AOL programmers. Notwithstanding the foregoing, to the extent a Programmer is unable to fulfill a specific Consultant obligation hereunder as a result of AOL's not providing a Tool which is necessary for the fulfillment of such obligation, Consultant shall be relieved of its obligation to perform such obligation until such time as the necessary Tool is provided by AOL.
Software Tools. In Paragraph 3.1 of Letter Agreement No. 7, the words “*****” are deleted and replaced with the words “*****”.
