Supplier Third Party Software Sample Clauses
The 'Supplier Third Party Software' clause defines the terms under which software provided by third parties, but supplied by the main supplier, is governed within an agreement. Typically, this clause clarifies that such third-party software is subject to its own licensing terms, which may differ from those of the main contract, and may require the customer to accept additional or separate license agreements. Its core function is to ensure that all parties understand the distinct legal and operational obligations associated with third-party software, thereby reducing the risk of unintentional breaches and clarifying responsibility for compliance.
Supplier Third Party Software. Upon LS&Co.’s request at any time during the Termination Assistance Period, with respect to Supplier Third Party Software used to provide the Services as of the time of LS&Co.’s request, or, if such request is made after the last day of the Term, then used to provide the Services as of the last day of the Term, Supplier shall, and shall cause Supplier Agents to: (i) assign to LS&Co. or Successor, at LS&Co.’s option, the license agreements for which Supplier obtained assignment rights pursuant to Section 12.4 applicable to such Software; and (ii) use best efforts to transfer, assign or sublicense all Supplier Third Party Software not subject to assigned agreements under Section 25.3(c)(i) to LS&Co. or Successor at no cost such that: (A) LS&Co. may Use, and sublicense to third parties the right to Use, such Software in connection with LS&Co.’s use, provision (to itself) or receipt from Successor of services similar to the Services; or (B) Successor may Use, and sublicense to third parties the right to Use, such Software in connection with the provision of services similar to the Services to LS&Co. Upon LS&Co.’s request, Supplier shall assist LS&Co. or Successor in obtaining directly from third parties any Software or substitute therefor for which LS&Co. or Successor does not assume the applicable third party agreements.
Supplier Third Party Software. Upon Michaels’ request at any time during the Termination Assistance Period, with respect to Supplier Third Party Software used to provide the Services as of the time of Michaels’ request, or, if such request is made after the last day of the Term, then used to provide the Services as of the last day of the Term, Supplier shall, and shall cause Supplier Agents to:
(i) assign to Michaels or Successor, at Michaels’ option, the license agreements for which Supplier obtained assignment rights pursuant to Section 14.3 applicable to such Software, and
(ii) use commercially reasonable best efforts to obtain for Michaels on reasonable terms, licenses for all applicable Supplier Third Party Software not subject to assignment under Section 27.3(c)(i), such that: (A) Michaels may Use, and sublicense to third parties the right to Use, such Software in connection with Michaels’ use, provision (to itself) or receipt from Successor of services similar to the Services; or (B) Successor may Use, and sublicense to third parties the right to Use, such Software in connection with the provision of services similar to the Services to Michaels Upon Michaels’ request, Supplier shall reasonably assist Michaels or Successor in obtaining directly from third parties any Software or substitute therefor for which Michaels or Successor does not assume the applicable third party agreements.
Supplier Third Party Software. “Supplier Third Party Software” means the Software (which may include Tools) and related documentation licensed or leased by Supplier from a Third Party that are used (1) in connection with the Services or (2) with any Supplier Proprietary Software. The Supplier Third Party Software includes the Software designated as “Supplier Third Party Software” in Exhibit 10 (Equipment and Software Lists).