LICENSE TERMS AND USE. The Software Programs are proprietary products of ▇▇▇▇▇▇ Solutions. They are licensed (not sold) and are licensed to Client for its use and only in accordance with the terms set forth below. During the term of this Agreement, ▇▇▇▇▇▇ Solutions hereby grants Client a non-exclusive, non-transferable right and license to use the Software Program(s) solely in accordance with the terms of this Agreement. Client’s license will terminate immediately and automatically upon the expiration or termination of this Agreement. Client may not sub-license any rights under this Agreement to any party without Karpel Solution’s prior written consent, which may be withheld by ▇▇▇▇▇▇ Solutions in its sole and absolute discretion. Client’s license is subject at all times to Client’s full compliance with this Agreement. 1. ▇▇▇▇▇▇ Solutions hereby grants Client a non-exclusive and non-transferable sublicense to use any associated Documentation furnished. 2. Client cannot distribute, rent, sublicense, or lease the Software Program(s). A separate license of the Software Program(s) is required for each authorized user or employee. Each license of the Software Program(s) may not be shared by more than one full time employee or user (defined as working 20 hours or more per week), nor by more than two (2) part-time employees or users (defined as working less than 20 hours per week each and working no more than 40 hours per week combined). Client agrees to allow ▇▇▇▇▇▇ Solutions to audit Client’s use of the Software Program(s) and licenses of the Software Program(s) at any time. Client will cooperate with respect to the audit, including providing access to any books, computers, records, or other information that relate to the use of the Software Program(s). Such audit will not unreasonably interfere with Client’s activities. In the event that an audit reveals unauthorized use, reproduction, distribution, or other exploitation of the Software Program(s), ▇▇▇▇▇▇ Solutions shall be entitled to, and Client must pay to ▇▇▇▇▇▇ Solutions, the monetary equivalent of the costs that would have been incurred by Client had Client properly obtained the license, installation and training for the unauthorized user(s) associated with each violation, and Client will also reimburse ▇▇▇▇▇▇ Solutions for the reasonable cost of the audit, in addition to any other remedies to which ▇▇▇▇▇▇ Solutions may be entitled under the law. 3. This license does not transfer any rights to Software Program(s) source codes, unless ▇▇▇▇▇▇ Solutions ceases to do business without transferring its obligations under this Agreement to another qualified software business. ▇▇▇▇▇▇ Solutions will, at Client’s expense, enter into escrow agreement for the storage of the source codes. 4. Client may not use, copy, modify, or transfer the Software Program(s) or Documentation, in whole or in part, except as expressly provided herein. The Software Program(s) and the Documentation are protected by copyright and trade secret laws. ▇▇▇▇▇▇ Solutions retains all rights in any copy, derivative or modification to the Software Program(s) and Documentation no matter by whom made. The Software Program(s) are licensed for single installations of one full time employee, or two part-time employees as set forth above. A separate license is required for each installation of the Software Program(s). Client shall not provide or disclose or otherwise make available the Software Program(s) or any portion thereof in any form to any third party. Client acknowledges that unauthorized copying and/or distribution will cause substantial damage to ▇▇▇▇▇▇ Solutions far greater than the value of the copies involved. 5. The Software Program(s) were developed exclusively at private expense and are ▇▇▇▇▇▇ Solutions’ trade secrets. For all purposes of the Freedom of Information Act or any other similar statutory right of “open” or public records, the Software Program(s) and Documentation shall be considered exempt from disclosure. The Software Program(s) are "commercial computer software" subject to limited utilization "Restricted Rights." The Software Program(s), including all copies, are and shall remain proprietary to ▇▇▇▇▇▇ Solutions. In the event that a third party seeks to compel disclosure and/or production of the Software Program(s) or Documentation by court order or otherwise, Client shall promptly give notice to ▇▇▇▇▇▇ Solutions so as to allow ▇▇▇▇▇▇ Solutions to take whatever steps it deems necessary to prevent such disclosure and/or production, and Client agrees to cooperate with ▇▇▇▇▇▇ Solutions in connection therewith. 6. ▇▇▇▇▇▇ Solutions grants employees of the PAAM and Prosecuting Attorneys Coordinating Council (PACC) access and use of its software for purposes of producing, updating, and maintaining criminal charging language used in the production of charging documents. PAAM and PACC retain all rights to such language. ▇▇▇▇▇▇ Solutions may not use language created for this purpose without express written permission from PAAM and PACC.
Appears in 1 contract
Sources: Software License Agreement
LICENSE TERMS AND USE. The Software Programs are proprietary products of ▇▇▇▇▇▇ Solutions. They are licensed (not sold) and are licensed to Client for its use and only in accordance with the terms set forth below. During the term of this Agreement, ▇▇▇▇▇▇ Solutions hereby grants Client a non-exclusive, non-transferable right and license to use the Software Program(s) solely in accordance with the terms of this Agreement. Client’s license will terminate immediately and automatically upon the expiration or termination of this Agreement. Client may not sub-license any rights under this Agreement to any party without Karpel ▇▇▇▇▇▇ Solution’s prior written consent, which may be withheld by ▇▇▇▇▇▇ Solutions in its sole and absolute discretion. Client’s license is subject at all times to Client’s full compliance with this Agreement.
1. ▇▇▇▇▇▇ Solutions hereby grants Client a non-exclusive and non-transferable sublicense to use any associated Documentation furnished.
2. Client cannot distribute, rent, sublicense, or lease the Software Program(s). A separate license of the Software Program(s) is required for each authorized user or employee. Each license of the Software Program(s) may not be shared by more than one full time employee or user (defined as working 20 hours or more per week), nor by more than two (2) part-time employees or users (defined as working less than 20 hours per week each and working no more than 40 hours per week combined). Client agrees to allow ▇▇▇▇▇▇ Solutions to audit Client’s use of the Software Program(s) and licenses of the Software Program(s) at any time. Client will cooperate with respect to the audit, including providing access to any books, computers, records, or other information that relate to the use of the Software Program(s). Such audit will not unreasonably interfere with Client’s activities. In the event that an audit reveals unauthorized use, reproduction, distribution, or other exploitation of the Software Program(s), ▇▇▇▇▇▇ Solutions shall be entitled to, and Client must pay to ▇▇▇▇▇▇ Solutions, the monetary equivalent of the costs that would have been incurred by Client had Client properly obtained the license, installation and training for the unauthorized user(s) associated with each violation, and Client will also reimburse ▇▇▇▇▇▇ Solutions for the reasonable cost of the audit, in addition to any other remedies to which ▇▇▇▇▇▇ Solutions may be entitled under the law.
3. This license does not transfer any rights to Software Program(s) source codes, unless ▇▇▇▇▇▇ Solutions ceases to do business without transferring its obligations under this Agreement to another qualified software business. ▇▇▇▇▇▇ Solutions will, at Client’s expense, enter into escrow agreement for the storage of the source codes.
4. Client may not use, copy, modify, or transfer the Software Program(s) or Documentation, in whole or in part, except as expressly provided herein. The Software Program(s) and the Documentation are protected by copyright and trade secret laws. ▇▇▇▇▇▇ Solutions retains all rights in any copy, derivative or modification to the Software Program(s) and Documentation no matter by whom made. The Software Program(s) are licensed for single installations of one full time employee, or two part-time employees as set forth above. A separate license is required for each installation of the Software Program(s). Client shall not provide or disclose or otherwise make available the Software Program(s) or any portion thereof in any form to any third party. Client acknowledges that unauthorized copying and/or distribution will cause substantial damage to ▇▇▇▇▇▇ Solutions far greater than the value of the copies involved.
5. The Software Program(s) were developed exclusively at private expense and are ▇▇▇▇▇▇ Solutions’ trade secrets. For all purposes of the Freedom of Information Act or any other similar statutory right of “open” or public records, the Software Program(s) and Documentation shall be considered exempt from disclosure. The Software Program(s) are "commercial computer software" subject to limited utilization "Restricted Rights." The Software Program(s), including all copies, are and shall remain proprietary to ▇▇▇▇▇▇ Solutions. In the event that a third party seeks to compel disclosure and/or production of the Software Program(s) or Documentation by court order or otherwise, Client shall promptly give notice to ▇▇▇▇▇▇ Solutions so as to allow ▇▇▇▇▇▇ Solutions to take whatever steps it deems necessary to prevent such disclosure and/or production, and Client agrees to cooperate with ▇▇▇▇▇▇ Solutions in connection therewith.
6. ▇▇▇▇▇▇ Solutions grants employees of the PAAM and Prosecuting Attorneys Coordinating Council (PACC) access and use of its software for purposes of producing, updating, and maintaining criminal charging language used in the production of charging documents. PAAM and PACC retain all rights to such language. ▇▇▇▇▇▇ Solutions may not use language created for this purpose without express written permission from PAAM and PACC.
Appears in 1 contract
Sources: Software License Agreement
LICENSE TERMS AND USE. The Software Programs are proprietary products of ▇▇▇▇▇▇ Solutions. They are licensed (not sold) and are licensed to Client for its use and only in accordance with the terms set forth below. During the term of this Agreement, ▇▇▇▇▇▇ Solutions hereby grants Client a non-exclusive, non-transferable right and license to use the Software Program(s) solely in accordance with the terms of this Agreement. Client’s license will terminate immediately and automatically upon the expiration or termination of this Agreement. Client may not sub-license any rights under this Agreement to any party without Karpel ▇▇▇▇▇▇ Solution’s prior written consent, which may be withheld by ▇▇▇▇▇▇ Solutions in its sole and absolute discretion. Client’s license is subject at all times to Client’s full compliance with this Agreement.
1. ▇▇▇▇▇▇ Solutions hereby grants Client a non-exclusive and non-transferable sublicense to use any associated Documentation furnished.
2. Client cannot distribute, rent, sublicense, or lease the Software Program(s). A separate license of the Software Program(s) is required for each authorized user or employee. Each license of the Software Program(s) may not be shared by more than one full time employee or user (defined as working 20 hours or more per week), nor by more than two (2) part-time employees or users (defined as working less than 20 hours per week each and working no more than 40 hours per week combined). Client agrees to allow ▇▇▇▇▇▇ Solutions to audit Client’s use of the Software Program(s) and licenses of the Software Program(s) at any time. Client will cooperate with respect to the audit, including providing access to any books, computers, records, records or other information that relate to the use of the Software Program(s). Such audit will not unreasonably interfere with Client’s activities. In the event that an audit reveals unauthorized use, reproduction, distribution, or other exploitation of the Software Program(s), ▇▇▇▇▇▇ Solutions shall be entitled to, and Client must pay to ▇▇▇▇▇▇ Solutions, the monetary equivalent of the costs that would have been incurred by Client had Client properly obtained the license, installation and training for the unauthorized user(s) associated with each violation, and Client will also reimburse ▇▇▇▇▇▇ Solutions for the reasonable cost of the audit, in addition to any other remedies to which ▇▇▇▇▇▇ Solutions may be entitled under the law.
3. This license does not transfer any rights to Software Program(s) source codes, unless ▇▇▇▇▇▇ Solutions ceases to do business without transferring its obligations under this Agreement to another qualified software business. ▇▇▇▇▇▇ Solutions will, at Client’s expense, enter into escrow agreement for the storage of the source codes.
4. Client may not use, copy, modify, or transfer the Software Program(s) or Documentation, in whole or in part, except as expressly provided herein. The Software Program(s) and the Documentation are protected by copyright and trade secret laws. ▇▇▇▇▇▇ Solutions retains all rights in any copy, derivative or modification to the Software Program(s) and Documentation no matter by whom made. The Software Program(s) are licensed for single installations of one full time employee, employee or two part-time employees as set forth above. A separate license is required for each installation of the Software Program(s). Client shall not provide or disclose or otherwise make available the Software Program(s) or any portion thereof in any form to any third party. Client acknowledges that unauthorized copying and/or distribution will cause substantial damage to ▇▇▇▇▇▇ Solutions far greater than the value of the copies involved.
5. The Software Program(s) were developed exclusively at private expense and are ▇▇▇▇▇▇ Solutions’ trade secrets. For all purposes of the Freedom of Information Act or any other similar statutory right of “open” or public records, the Software Program(s) and Documentation shall be considered exempt from disclosure. The Software Program(s) are "commercial computer software" subject to limited utilization "Restricted Rights." The Software Program(s), including all copies, are and shall remain proprietary to ▇▇▇▇▇▇ Solutions. In the event that a third party seeks to compel disclosure and/or production of the Software Program(s) or Documentation by court order or otherwise, Client shall promptly give notice to ▇▇▇▇▇▇ Solutions so as to allow ▇▇▇▇▇▇ Solutions to take whatever steps it deems necessary to prevent such disclosure and/or production, and Client agrees to cooperate with ▇▇▇▇▇▇ Solutions in connection therewith.
6. ▇▇▇▇▇▇ Solutions grants employees of the PAAM and Prosecuting Attorneys Coordinating Council (PACC) access and use of its software for purposes of producing, updating, and maintaining criminal charging language used in the production of charging documents. PAAM and PACC retain all rights to such language. ▇▇▇▇▇▇ Solutions may not use language created for this purpose without express written permission from PAAM and PACC.
Appears in 1 contract
Sources: License Agreement