Materials and Software Clause Samples

Materials and Software. Vodafone may use certain third-party software products (“Third-Party Software”) in its provision of the Service. The Customer agrees and acknowledges that Customer will not be provided access to these products. Any output directly from the Third-Party Software that is used by Vodafone in connection with the provision of the Service to the Customer without further input from Vodafone is being provided on an “as-is” basis and is excluded from any warranties set out in this Agreement. • Vodafone reserves the right to: (i) change the hosting provider used to host any proprietary or Third- Party Software used for the provision of the Service; and (ii) change any Third-Party Software it uses to provide the Service to Customer, provided that such changes do not materially impact the Service. • With regard to any Third-Party Software provided as part of the Service, the Customer agrees not to, directly or indirectly do any of the following: (i) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code or underlying ideas or algorithms of the Third-Party Software; (ii) modify, translate, or create derivative works based on any element of the Third-Party Software or any related documentation; (iii) rent, lease, distribute, sell, resell, assign, or otherwise transfer its rights to use the Third-Party Software; (iv) use the Third-Party Software for any purpose other than the performance of the Service in accordance with this Agreement; (v) remove any proprietary notices from Third-Party Software or related materials furnished or made available to Customer; and/or (vi) permit any third party to access the Third-Party Software. • Vodafone may additionally utilize custom-developed software, scripts, exploits, and other technologies (“Custom Products”) in its provision of the Service. Such technologies may be deployed on Customer systems during the provision of the Service. Any such technologies remain Vodafone intellectual property, and Vodafone retains all corresponding rights to these technologies. Vodafone shall not be obligated to provide Customer with copies of, access to, or a license for such technologies. Acceptance Testing There is no acceptance testing applicable to this SOW unless specifically mentioned in the “Project and Services” section. Out of scope statement The following are not in scope for the Service: • any provision of any information that could identify specific Customer employees as having failed to identify any phi...