Supply of Hardware. 2.1 Supplier shall supply the Hardware (including any Updates and Upgrades) and a complete set of relevant Documentation to UBS in accordance with the terms of the Agreement. 2.2 Unless otherwise specified in the Supply Order, in respect of any Software embedded in or installed on the Hardware or to the extent that the Hardware otherwise incorporates any IP Rights of Supplier or any other third party, Supplier hereby grants to (or procure the grant for the benefit of) UBS and any of its Affiliates a fully paid-up, worldwide, non-exclusive, royalty-free, irrevocable, perpetual and irrevocable license to use and to sub- license (as reasonably required) any such Software and/or those IP Rights for the purpose of using, selling or otherwise dealing with the supplied Hardware. 2.3 Notwithstanding the provision of any Hardware Maintenance Services and subject to clause 10.1(b) below, Supplier shall: (i) during the applicable Warranty Period at UBS’s option, repair or replace any Hardware in respect of which a Hardware Failure is identified, or refund UBS in full for the price of that Hardware; and (ii) at all times, unless otherwise specified in the respective Supply Order, use reasonable endeavors to make available sufficient spares and support to enable the Hardware to be properly maintained (at Supplier’s then current rates for UBS) or provide reasonable assistance to enable UBS to source the necessary spares or support elsewhere. 2.4 UBS shall use reasonable endeavors to notify Supplier in writing within a reasonable time of the discovery of any Hardware Failures. 2.5 In the supply of Hardware, Supplier shall: (a) not cause any delay, disruption or inconvenience to UBS or to any of its Affiliates; and (b) adhere to any reasonable instructions that may be provided by UBS.
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Samples: It Hardware Terms, It Hardware Terms, It Hardware Terms
Supply of Hardware. 2.1 Supplier shall supply the Hardware (including any Updates and Upgrades) and a complete set of relevant Documentation to UBS in accordance with the terms of the Agreement.
2.2 Unless otherwise specified in the Supply Order, in respect of any Software embedded in or installed on the Hardware or to the extent that the Hardware otherwise incorporates any IP Rights of Supplier or any other third party, Supplier hereby grants to (or procure the grant for the benefit of) UBS and any of its Affiliates a fully paid-up, worldwide, non-exclusive, royalty-free, irrevocable, perpetual and irrevocable license to use and to sub- sub-license (as reasonably required) any such Software and/or those IP Rights for the purpose of using, selling or otherwise dealing with the supplied Hardware.
2.3 Notwithstanding the provision of any Hardware Maintenance Services and subject to clause 10.1(b) below, Supplier shall: (i) during the applicable Warranty Period at UBS’s option, repair or replace any Hardware in respect of which a Hardware Failure is identified, or refund UBS in full for the price of that Hardware; and (ii) at all times, unless otherwise specified in the respective Supply Order, use reasonable endeavors to make available sufficient spares and support to enable the Hardware to be properly maintained (at Supplier’s then current rates for UBS) or provide reasonable assistance to enable UBS to source the necessary spares or support elsewhere.
2.4 UBS shall use reasonable endeavors to notify Supplier in writing within a reasonable time of the discovery of any Hardware Failures.
2.5 In the supply of Hardware, Supplier shall:
(a) not cause any delay, disruption or inconvenience to UBS or to any of its Affiliates; and
(b) adhere to any reasonable instructions that may be provided by UBS.
Appears in 1 contract
Samples: It Hardware Terms
Supply of Hardware. 2.1 Supplier shall supply the Hardware (including any Updates and Upgrades) and a complete set of relevant Documentation to UBS in accordance with the terms of the Agreement.
2.2 Unless otherwise specified in the Supply Order, in respect of any Software embedded in or installed on the Hardware or to the extent that the Hardware otherwise incorporates any IP Rights of Supplier or any other third party, Supplier hereby grants to (or procure the grant for the benefit of) UBS and any of its Affiliates a fully paid-up, worldwide, non-exclusive, royalty-free, irrevocable, perpetual and irrevocable license to use and to sub- sub-license (as reasonably required) any such Software and/or those IP Rights for the purpose of using, selling or otherwise dealing with the supplied Hardware.
2.3 Notwithstanding the provision of any Hardware Maintenance Services and subject to clause 10.1(b11.1(b) below, Supplier shall: (i) during the applicable Warranty Period at UBS’s option, repair or replace any Hardware in respect of which a Hardware Failure is identified, or refund UBS in full for the price of that Hardware; and (ii) at all times, unless otherwise specified in the respective Supply Order, use reasonable endeavors to make available sufficient spares and support to enable the Hardware to be properly maintained (at Supplier’s then current rates for UBS) or provide reasonable assistance to enable UBS to source the necessary spares or support elsewhere.
2.4 UBS shall use reasonable endeavors to notify Supplier in writing within a reasonable time of the discovery of any Hardware Failures.
2.5 In the supply of Hardware, Supplier shall:
(a) not cause any delay, disruption or inconvenience to UBS or to any of its Affiliates; and
(b) adhere to any reasonable instructions that may be provided by UBS.
Appears in 1 contract
Samples: It Hardware Terms
Supply of Hardware. 2.1 Supplier shall supply the Hardware (including any Updates and Upgrades) and a complete set of relevant Documentation to UBS in accordance with the terms of the Agreement.
2.2 Unless otherwise specified in the Supply Order, in respect of any Software embedded in or installed on the Hardware or to the extent that the Hardware otherwise incorporates any IP Rights of Supplier or any other third party, Supplier hereby grants to (or procure the grant for the benefit of) UBS and any of its Affiliates a fully paid-up, worldwide, non-exclusive, royalty-free, irrevocable, perpetual and irrevocable license to use and to sub- sub-license (as reasonably required) any such Software and/or those IP Rights for the purpose of using, selling or otherwise dealing with the supplied Hardware.
2.3 Notwithstanding the provision of any Hardware Maintenance Services and subject to clause 10.1(b) below, Supplier shall: (i) during the applicable Warranty Period at UBS’s option, repair or replace any Hardware in respect of which a Hardware Failure is identified, or refund UBS in full for the price of that Hardware; and (ii) at all times, unless otherwise specified in the respective Supply Order, use reasonable endeavors to make available sufficient spares and support to enable the Hardware to be properly maintained (at Supplier’s then current rates for UBS) or provide reasonable assistance to enable UBS to source the necessary spares or support elsewhere.
2.4 UBS shall use reasonable endeavors to notify Supplier in writing within a reasonable time of the discovery of any Hardware Failures.
2.5 In the supply of Hardware, Supplier shall:
(a) not cause any delay, disruption or inconvenience to UBS or to any of its Affiliates; and
(b) adhere to any reasonable instructions that may be provided by UBS.
Appears in 1 contract
Samples: It Hardware Terms