Internal Use Licenses Clause Samples
Internal Use Licenses. In further consideration of executing this Agreement, Baan shall have the right to use the Baan Knowledge Manager, which includes the Vendor Software, at [*] for use by Baan Sales and Baan Professional Services organization for use for its own internal data processing operations. The parties anticipate that the total number of Named Users for such license shall be approximately [*]. Baan shall have the right to acquire initial year technical support services for such Named Users at a technical support services fee of $ [*]/Named User. Vendor agrees that annual increases for technical support for the licenses granted under this Section 6 shall not increase by more than [*] per year during the term of this Agreement. [*] Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. BAAN END USER LICENSE AGREEMENT This SOFTWARE LICENSE AND SUPPORT AGREEMENT ("Agreement") dated _________________ ("Effective Date") is entered into by and between ______________ of ________________________ ("Customer") and Baan U.S.A., Inc. ("Baan"), and describes the terms and conditions pursuant to which Baan shall license to Customer and support certain Software (as defined below) In consideration of the mutual promises and upon the terms and conditions set forth below, the parties agree as follows:
Internal Use Licenses. We may provide you LastPass licenses for your internal use to support your employees as part of your internal business operations (“Internal Use License” or “IUL”). Such use is subject to our Terms of Service as set forth at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇/legal-center/terms-of-service/business. The number of IULs we may make available will be as set forth in the Program Guide and is based on the quantity of active subscriptions for the Services.
Internal Use Licenses. VIP Partner may purchase standard licenses for VMware Products at the pricing set forth in the Reseller Network Guidelines. VIP Partner shall use all standard licenses for VMware Products subject to the terms of the VMware Product ▇▇▇▇ accompanying such VMware Products.
Internal Use Licenses. (a) OEM agrees to implement the Changepoint Software for its internal business purposes (to the extent useful for its business) as soon as reasonably possible. The use thereof shall be subject to the terms of Changepoint's standard license agreement, a copy of which is attached hereto as Schedule G and which shall finalized by the parties prior to its execution following the Effective Date.
(b) Changepoint (or its Affiliate Changepoint Corporation) also agrees to implement the OEM Software for its internal business purposes (to the extent useful for its business) as soon as reasonably possible. The use thereof shall be subject to the terms of OEM's standard license agreement, a copy of which is attached hereto as Schedule H and which shall be finalized by the parties prior to its execution following the Effective Date. Changepoint shall permit OEM to list Changepoint as a user of the OEM Software on its client reference lists and other marketing and promotional material. OEM shall permit Changepoint to list OEM as a user of the Changepoint Software on its client reference lists and other marketing and promotional material.
(c) During the term of this Agreement each party will provide to the other, standard maintenance and support services similar to those provided to end users of each party's software products, with respect to the software referred to in paragraphs (a) and (b) above, free of charge. Upon termination of this Agreement, the licenses granted in paragraphs (a) and (b) above shall terminate unless, at the time of termination of this Agreement, a party subscribes for maintenance and support services from the other party at such other party's then-current rates, and upon such other party's standard terms and conditions.
(d) Each party shall provide to the other, on request, and at mutually agreeable times, implementation assistance with respect to such party's software on a time and materials basis at such party's then-current rates. If any consulting services are requested by a party, the other party shall provide such consulting services at mutually agreeable times, at a rate of $1000 per day.
Internal Use Licenses. Internal use licenses are non-sublicensable and non-transferable and may be used until the expiration or termination of the then-current term of this Agreement and Wind-down Period solely on Supported Computer(s) for ▇▇▇▇▇▇▇’▇ internal use as set forth herein and to make backup and archival copies of the Software in accordance with the terms and conditions of this Agreement. Internal use licenses include the right for ▇▇▇▇▇▇▇ to distribute to third parties, at no additional charge, any and all models (including simulation models) developed by ▇▇▇▇▇▇▇ with the Software. Internal use licenses are limited to access and use of the Software by ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ Affiliates, and contractors or consultants providing service to ▇▇▇▇▇▇▇ or any ▇▇▇▇▇▇▇ Affiliate. ▇▇▇▇▇▇▇ is responsible for ensuring that its Affiliates, contractors and consultants access and use the Software only in accordance with the obligations and restrictions of this Agreement. Software may be used under such internal use license only for purposes of: (i) testing the Software for the purpose of incorporating and/or embedding the Software with current and future ▇▇▇▇▇▇▇ products and services, (ii) demonstrating the Software to prospective licensees and such demonstrating shall, for purposes of this Agreement, be considered as internal use, (iii) conducting internal training for ▇▇▇▇▇▇▇ and its Affiliate employees and delivering training to current and potential third-party licensees of AspenTech software, provided that they do not access or use an ▇▇▇▇▇▇▇ or its Affiliate copy of the Software, (iv) providing professional services/consulting to licensees, (v) developing interfaces and integration, and (vi) otherwise exercising rights and fulfilling obligations under this Agreement. Each such license shall be royalty free except for the license specified in clause (iv) above, which shall be subject to license fees mutually agreed to by the parties. Except as may be set forth above, ▇▇▇▇▇▇▇ and its Affiliates may not use the Software licensed hereunder pursuant to an internal use license in a production environment in any way and may not access or provide Software to third parties on a hosting, service bureau or time-sharing basis. To the extent tokens are necessary for ▇▇▇▇▇▇▇ to exercise the above rights, AspenTech shall provide ▇▇▇▇▇▇▇ with access to such tokens at no charge, except as described above with respect to clause (iv). Each license shall extend to ▇▇▇▇▇▇▇, its Affiliates, and contractors...
Internal Use Licenses. CrossWorlds may use, and make a reasonable --------------------- number of copies of, the Licensed Software as necessary for testing, quality assurance, marketing and sales purposes consistent with its obligations under this Agreement, for providing maintenance support, training, pre-sales and consulting services to its Customers and CrossWorlds Distributors, and for limited activity relating to the development of application programming interfaces ("APIs") and connectors and collaborations for the CrossWorlds products, in each case as permitted under this Agreement. Cyclone agrees to provide to CrossWorlds, at no charge, all APIs and other interoperability information that Cyclone generally provides to its other distributors or licensees, and all updates thereto, upon making the same generally available to its other distributors and licensees. Cyclone hereby grants CrossWorlds a non- exclusive, non-transferable, royalty free license to use, copy and distribute as embedded in the CrossWorlds Products, such interoperability information provided to CrossWorlds by Cyclone. Upon request, and at Cyclone's discretion, Cyclone shall assist CrossWorlds to identify and document desired APIs. Any work provided under the foregoing sentence shall be FTE-Work and shall be paid for by CrossWorlds as FTE-Work. Where copies are made for training purposes, all copies (other than the trainers') shall be fully deleted following each relevant training session. CrossWorlds shall not use the Licensed Software for the purpose of providing application hosting or service bureau services to any party.
