Third Party Software and Materials Sample Clauses

Third Party Software and Materials. Subject to Section 6.4(c), with respect to Third Party Software and Materials licensed by Supplier or Supplier Affiliates or Subcontractors or owned by Subcontractors and used by them to provide the Services, Supplier hereby grants to ABM (or, at ABM’s election, to ABM’s designee) a sublicense (with the right to grant sublicenses) offering the same rights and warranties with respect to such Third Party Software and Materials available to Supplier (or Supplier Affiliates or Subcontractors), on the same terms and conditions, for the benefit and use of ABM, ABM Affiliates and the Eligible Recipients upon the expiration or termination of the Term with respect to the Services for which such Third Party Software or Materials were used; provided that, during the Termination Assistance Services period, Supplier may, with ABM’s approval, substitute one of the following for such sublicense: (i) the assignment to ABM (or, at ABM’s election, to ABM’s designee) of the underlying license for such Third Party Software or Materials; or (ii) the procurement for ABM (or, at ABM’s election, its designee) of a new license (with terms comparable to those in the license held by Supplier or its Affiliates or Subcontractors and with the right to grant sublicenses) to such Third Party Software and Materials for the benefit or use of ABM, ABM Affiliates and the Eligible Recipients; or (iii) the procurement for ABM (or, at ABM’s election, its designee) of a substitute license for Third Party Software or Materials sufficient to perform, without additional cost, support or resources and at the levels of performance and efficiency required by this Agreement, the functions of the Third Party Software and Materials necessary to enable ABM or its designee to provide the Services after the expiration or termination of the Term. In addition, Supplier shall deliver to ABM (or at ABM’s election, to its designee) a copy of such Third Party Software and Materials (including source code, to the extent it has been available to Supplier) and related documentation and shall cause maintenance, support and other services to continue to be available to ABM and the Eligible Recipients (or, at ABM’s election, to its designee) to the extent it has been available to Supplier. Unless ABM has otherwise agreed in advance in accordance with Section 6.4(c), ABM and the Eligible Recipients (or, at ABM’s election, to its designee) shall not be obligated to pay any license or transfer fees in connection with its ...
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Third Party Software and Materials. To the extent permitted under applicable third party agreements, with respect to Third Party Software and Materials licensed by Amdocs or Amdocs Affiliates or Subcontractors and used by them to provide the Services, Amdocs hereby grants to AT&T (or, at AT&T's election, to AT&T's designee who agrees to be bound by the confidentiality requirements of a non-disclosure agreement as otherwise required under this Agreement) a sublicense (with the right to grant sublicenses) offering the same rights and warranties with respect to such Third Party Software and Materials available to Amdocs (or Amdocs Affiliates or Subcontractors), on the same terms and conditions, for the benefit and use of AT&T and the Eligible Recipients upon the expiration or termination of this Agreement with respect to the Services for which such Third Party Software or Materials were used, including any growth or increased utilization thereof after the termination or expiration of this Agreement; provided that, during the Termination Assistance Services period, Amdocs may, with AT&T's approval, substitute one of the following for such sublicense: (i) the assignment to AT&T (or, at AT&T's election, to AT&T's designee) of the underlying license for such Third Party Software or Materials; or (ii) the procurement for AT&T (or, at AT&T's election, to AT&T's designee) of a new license (with terms at least as favorable as those in the license held by Amdocs or its Affiliates or Subcontractors and with the right to grant sublicenses) to such Third Party Software and Materials for the benefit or use of AT&T and the Eligible Recipients. In all events, AT&T shall be obligated to make monthly or annual payments attributable to periods after the expiration or termination of this Agreement with respect to the Services for which such Third Party Software or Materials were used for the right to receive maintenance or support related thereto, but only to the extent Amdocs would have been obligated to make such payments if it had continued to hold the licenses in question or AT&T has agreed in advance to make such payments.
Third Party Software and Materials. With respect to Third Party Software and Materials licensed by IBM or IBM Affiliates or Subcontractors and used by them to provide the Services, IBM shall, subject to any applicable vendor terms, conditions and payment by ACE of any transfer fee, license fee or other charges imposed by such vendor: (1) assign to ACE or its designee the licenses for such Third Party Software and Materials where IBM is using such Third Party Software solely to provide the Services to ACE as of the date of such expiration or termination; (2) reasonably assist ACE in obtaining licenses for such Third Party Software; and (3) deliver to ACE a copy of such Third Party Software and Materials (including source code, to the extent it has been available to IBM) and related documentation and shall cause maintenance, support and other services to continue to be available to ACE (to the extent it has been available to IBM). ACE shall be obligated to make any payments due following its receipt of such licenses and attributable to periods after such receipt to the extent IBM would have been obligated to make such payments if it had continued to hold the licenses in question.
Third Party Software and Materials. 6.1 The Developer shall seek the written consent of the Customer in the event that an Open- Source Software is used or included in the development of the Software. The Developer shall ensure that any Open-Source Software and/or materials used or applied will be royalty-free with a perpetual licence and are compatible with the Project Scope and Specifications under Appendix 1, or compatible with the license terms governing any other software that forms part of the Deliverables. The Developer shall prepare an overview of the relevant Open-Source Software and/or materials which will include the specification thereof and a copy of the license terms governing the relevant Open-Source Software and/or materials. 6.2 Where the Customer requires the use of specific Open-Source Software and/or materials as part of the Deliverables, the Customer shall bear the costs resulting from any inadequate functionality caused by errors or defects in the Deliverables by reason of the use of the Open- Source Software and/or materials. The Developer shall advise the Customer to the extent of its awareness as to whether the Open-Source Software and/or materials are suitable or functional to be used, fit for purpose, compatible with the Project Scope and Specifications in Appendix 1, or compatible with the license terms governing other software that forms part of the Deliverables, or may infringe third-party rights. The Developer shall assist the Customer with the remediation of any defects in title and other defects in the Open-Source Software and/or materials that is specified by the Customer as an additional service subject to charges. 6.3 The Developer shall ensure that all Licensed Software and/or materials are licensed to the Customer in accordance with the relevant licensor’s standard licensing terms and/or sub-licensed to the Customer on reasonable terms notified in writing by the Developer to the Customer. 6.4 In the event the Software requires interfacing or interoperability with third-parties, the Developer shall ensure that the Software includes all interfaces required to integrate the Software and is compatible and interoperable with any third-parties’ software or hardware. The Developer shall immediately inform the Customer if any aspect of the Software may not be interfaced or interoperable with a third-party and advise the Customer on any necessary changes to be made to Appendix 1. 6.5 The Developer shall, where practicable, employ technology platforms, systems and ...
Third Party Software and Materials. Under no circumstances will LogMatrix, its affiliates or their respective officers, directors or employees be liable for any damages arising from Customer's use of any embedded programs, other software or materials developed or manufactured by LogMatrix licensors or other third parties, whether or not such programs, software or other materials were provided by LogMatrix hereunder. LogMatrix's only obligation to Customer will be to assign to Customer the indemnity, if any, that LogMatrix received from the third party licensor, if such indemnity is assignable. Customer is responsible for compliance with third party software license agreements.
Third Party Software and Materials. Provider will be responsible for selecting, installing and operating any third party software and materials required for the operation of the Data Center.

Related to Third Party Software and Materials

  • Third Party Software 1. The Software may contain third party software that requires and/or additional terms and conditions. Such required third party software notices and/or additional terms and conditions are located at xxxx://xxx.xxxxxxxxx.xxx/thirdparty/index.html and are made a part of and incorporated by reference into this XXXX. By accepting this XXXX, You are also accepting the additional terms and conditions, if any, set forth therein.

  • Licensed Software Computer program(s) provided by Contractor in connection with the Deliverables, subject to Section 14 of this Contract.

  • Hardware and Software In order to use the Services, you must obtain and maintain, at your expense, compatible hardware and software as specified by Credit Union from time to time. Credit Union is not responsible for any third party software you may need to use the Services. Any such software is accepted by you as is and is subject to the terms and conditions of the software agreement you enter into directly with the third party software provider at time of download and installation.

  • Licensed Materials The materials that are the subject of this Agreement are set forth in Appendix A ("Licensed Materials").

  • Required hardware and software The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: xxxxx://xxxxxxx.xxxxxxxx.xxx/guides/signer-guide- signing-system-requirements.

  • Third Party Materials The Application may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third- party advertising ("Third-Party Materials"). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties' terms and conditions.

  • Embedded Software To the extent any goods contain Embedded Software (defined below) that is not Buyer’s Property, no title to such Embedded Software shall pass to Buyer, and Supplier shall grant Buyer, its customers and all other users a non-exclusive worldwide, irrevocable, perpetual, royalty-free right to use, load, install, execute, demonstrate, market, test, resell, sublicense and distribute such Embedded Software as an integral part of such goods or for servicing the goods (the “Buyer-Required License”). If such Embedded Software or any part thereof is owned by a third party, prior to delivery, Supplier shall obtain the Buyer-Required License from such third-party owner. “Embedded Software” means software necessary for operation of goods and embedded in and delivered as an integral part of goods.

  • Proprietary Software Depending upon the products and services You elect to access through Electronic Access, You may be provided software owned by BNY Mellon or licensed to BNY Mellon by a BNY Mellon Supplier (“Proprietary Software”). You are granted a limited, non-exclusive, non-transferable license to install the Proprietary Software on Your authorized computer system (including mobile devices registered with BNY Mellon) and to use the Proprietary Software solely for Your own internal purposes in connection with Electronic Access and solely for the purposes for which it is provided to You. You and Your Users may make copies of the Proprietary Software for backup purposes only, provided all copyright and other proprietary information included in the original copy of the Proprietary Software are reproduced in or on such backup copies. You shall not reverse engineer, disassemble, decompile or attempt to determine the source code for, any Proprietary Software. Any attempt to circumvent or penetrate security of Electronic Access is strictly prohibited.

  • Antivirus software All workstations, laptops and other systems that process and/or store PHI COUNTY discloses to CONTRACTOR or CONTRACTOR creates, receives, maintains, or transmits on behalf of COUNTY must have installed and actively use comprehensive anti-virus software solution with automatic updates scheduled at least daily.

  • Software Products Save as otherwise set forth in the Agreement, the right to use any Software Product is personal to the Licensee, for its own internal use, and is non-transferable, except with the Licensor’s prior written consent, in which case the Licensee shall cause the assignee or sub-licensee to agree to the terms of this Software License.

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