COTS SOFTWARE For Clause Samples

COTS SOFTWARE For. COTS software furnished by the Contractor, the following terms and conditions shall apply. The contractor grants to the State a personal, non-exclusive and nontransferable license to use COTS software and related documentation according to the terms and conditions of this Agreement, solely for the State's internal data processing requirements on the CPU in the United States on which COTS software is initially installed. The State's use of COTS software will also be governed by any additional conditions which the Contractor may provide on or prior to delivery of COTS software. The State agrees that the Contractor may, at its own expense, periodically inspect the computer site in order to audit COTS software supplied by the Contractor installed at the State's site at mutually agreed upon times. In the event that a separate license agreement accompanies non- Contractor commodity COTS software, then the separate license agreement terms supercede the above license grant for that COTS software. The State may develop application programs, may modify any Contractor application COTS software and may combine such with other programs or materials to form an updated work, provided that upon discontinuance or termination of the license, the Contractor application COTS software will be removed from the updated work and returned to the Contractor. The State will not decompile or disassemble any COTS software provided under this Agreement or modify COTS software which bears a copyright notice of any third party. The State will make and maintain no more than one archival copy (for backup purpose) of each item of COTS software, and each copy will contain all legends and notices and will be subject to the same conditions and restrictions as the original. If the CPU on which any item of COTS software is licensed becomes temporarily unavailable, use of such COTS software may be temporarily transferred to an alternative CPU until the original CPU becomes available. No license is granted to the State to use any Contractor proprietary operating system COTS software to assess, test or develop any hardware products or COTS software programs that will be marketed by the State or others for compensation. This license does not apply to MS/DOS, UNIX and CTOS/BTOS operating systems or the development of application programs. Application programs mean programs for performing specific automatic data processing tasks such as payroll, inventory control, information retrieval, or repetitive ...