College Planning Tools Sample Clauses

College Planning Tools. As of the Effective Time, SLM BankCo and the other members of the SLM BankCo Group hereby grant to Navient and the other members of the Navient Group a non-exclusive, perpetual, royalty-free, non-transferable, non-assignable, non-sublicenseable, worldwide right and license to the College Planning Tools, including the right to reproduce, use, develop, improve, perform, and create derivative works from such College Planning Tools solely for Navient’s and the other members of the Navient Group’s internal business purposes; provided, that Navient may (x) sell, assign or transfer the College Planning Tools pursuant to a transaction contemplated by Section 5.4(g)(i)(D); (y) license the College Planning Tools to a Governmental Authority (other than a private or state institution of higher learning (e.g., school, college, university)) pursuant to an agreement with such Governmental Authority if the grant of such license is required by applicable Law or published procurement policy of such Governmental Authority, and (z) grant a perpetual, nontransferable, nonassignable, nonsublicenseable license to the College Planning Tools in connection with the sale or disposition of all or substantially all of the assets comprising a line of business then-using the College Planning Tools (or an entity comprising such line of business) to the acquiror of such entity or assets comprising such line of business solely for use by such acquiror to perform the applicable line of business. For the avoidance of doubt, neither SLM BankCo nor any other member of the SLM BankCo Group shall have any obligation to license, nor shall Navient nor any member of the Navient Group have any rights to, enhancements of, modifications to, or derivative works of the College Planning Tools made by SLM BankCo or any other member of the SLM BankCo Group as of any date later than the Effective Time. The College Planning Tools shall be provided on an “AS IS” basis and without warranty of any kind.
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Related to College Planning Tools

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