RESTRICTIONS AND PROTECTIONS Sample Clauses

RESTRICTIONS AND PROTECTIONS. 5.1 Customer acknowledges that the Software and its structure, organization and source code constitute and contain valuable confidential information and trade secrets of MSC (and its suppliers, as applicable). Customer shall not: (i) reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Software; (ii) modify, adapt, alter, translate or create derivative works from the Software or Documentation; (iii) sublicense, rent, loan, lease, sell, or otherwise transfer all or part of the Software or Documentation to any third party except as expressly permitted under this Agreement; (iv) allow any third party to access or use the Software on a service bureau, application service provider, time-sharing, or similar basis; (v) access or use the Software to provide data processing services to others; (vi) disable, modify or circumvent the license management system or security mechanism provided with the Software or take any other steps to avoid or defeat the license management system or security mechanisms provided with the Software; (vii) remove, alter, or obscure any proprietary notices, labels, or marks from the Software or Documentation; (viii) disclose results of any Software test or benchmark without MSC’s prior written consent; (ix) use the Software to develop software applications for use by or distribution to any third party; (x) use the Software or its output for the purposes of developing a competitive product or service; (xi) disclose, display, or permit access to or use of the Software or Documentation by persons other than Authorized Users using the Software and Documentation within the scope of the license acquired by Customer; or (xii) otherwise use or copy the Software or Documentation except as expressly permitted under this Agreement. Customer agrees to notify MSC immediately of any unauthorized access to or use of the Software. Customer shall at all times be responsible for its Authorized Users’ compliance with this Agreement. 5.2 Customer may not copy or otherwise reproduce the Software in whole or in part, except (i) as may be required for installation into the computer memory for the purpose of executing the Software for licensed use; and/or (ii) to make one copy for backup purposes. Any such copies made by Customer shall be the property of MSC, and Customer must reproduce and include, in exact form, all proprietary rights notices. Customer shall maintain records of the location of each copy of the
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RESTRICTIONS AND PROTECTIONS. 5.1 Customer acknowledges that the Software and its structure, organization and source code constitute and contain valuable trade secrets of MSC and/or its suppliers. Accordingly, Customer shall not: (i) reverse- engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Software, or allow any third party to do the foregoing; (ii) modify, adapt, alter, translate or create derivative works from the Software or Documentation; (iii) allow any third party to access or use the Software on a service bureau, application service provider, time-sharing, or similar basis; (iv) disable, modify or circumvent the license management system provided with the Software; (v) remove, alter, or obscure any proprietary notices, labels, or marks from the Software or Documentation; (vi) disclose results of any Software benchmark tests without MSC’s prior written consent; (vii) disclose, display, or permit access to or use of the Software or Documentation by persons other than Authorized Users using the Software and Documentation within the scope of the license acquired by Customer; or (viii) otherwise use or copy the Software or Documentation except as expressly permitted under this Agreement. Customer agrees to notify MSC immediately of any unauthorized access to or use of the Software. 5.2 Customer shall not sublicense, rent, loan or lease, all or part of the Software or Documentation to any third party. In the case that Customer has obtained the Software or Documentation by electronic download Customer shall not sell or otherwise transfer all or part of the Software or Documentation to any third party. 5.3 Customer may copy the Software as reasonably required in conjunction with permitted use under this Agreement and for backup purposes. Any such copies made by Customer must reproduce and include, in exact form, all proprietary rights notices. Customer shall maintain records of the location of each copy of the Software, and the location and identity of the computers on which the Software is installed. 5.4 The Software and Documentation, and all worldwide intellectual property rights therein, are and remain the property of MSC and/or its suppliers. Nothing in this Agreement will be deemed to convey to Customer any title, ownership, or other intellectual property rights in or related to the Software or Documentation, and Customer agrees not to assert any such rights. All rights in and to the Software and Documentation not expressly granted to Custo...
RESTRICTIONS AND PROTECTIONS. 5.1 Customer acknowledges that the Software and its structure, organisation and source code constitute and contain valuable trade secrets of MSC and/or its suppliers. Accordingly, Customer shall not: (i) reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Software, or allow any third party to do the foregoing, except to the extent explicitly permitted by applicable law without possibility of contractual waiver; (ii) modify, adapt, alter, translate or create derivative works from the Software or Documentation; (iii) sublicense, rent, loan, lease, sell, or otherwise transfer all or part of the Software or Documentation to any third party except as expressly permitted under this Agreement; (iv) allow any third party to access or use the Software on a service bureau, application service provider, time-sharing, or similar basis; (v) disable, modify or circumvent the license management system provided with the Software; (vi) remove, alter, or obscure any proprietary notices, labels, or marks from the Software or Documentation; (vii) disclose results of any Software benchmark tests without MSC’s prior written consent; (viii) disclose, display, or permit access to or use of the Software or Documentation by persons other than Authorised Users using the Software and Documentation within the scope of the license acquired by Customer; or (ix) otherwise use or copy the Software or Documentation except as expressly permitted under this Agreement. Customer agrees to notify MSC immediately of any unauthorised access to or use of the Software.
RESTRICTIONS AND PROTECTIONS. 5.1 Customer acknowledges that the Software and its structure, organization and source code constitute and contain valuable trade secrets of Next Limit and/or its suppliers. Accordingly, Customer shall not: (i) reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Software, or allow any third party to do the foregoing, (ii) modify, adapt, alter, translate or create derivative works from the Software or Documentation; (iii) sublicense, rent, loan, lease, sell, or otherwise transfer all or part of the Software or Documentation to any third party except as expressly permitted under this Agreement; (iv) allow any third party to access or use the Software on a service bureau, application service provider, time-sharing, or similar basis; (v) disable, modify or circumvent the license management system provided with the Software; (vi) remove, alter, or obscure any proprietary notices, labels, or marks from the Software or Documentation; (vii) disclose results of any Software benchmark tests without Next Limit´s prior written consent; (viii) disclose, display, or permit access to or use of the Software or Documentation by persons other than Authorized Users using the Software and Documentation within the scope of the license acquired by Customer; or
RESTRICTIONS AND PROTECTIONS. 5.1 Customer acknowledges that the Software and its structure, organization and source code constitute and contain valuable confidential information and trade secrets of MSC (and its suppliers, as applicable). Customer shall not: (i) reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Software; (ii) modify, adapt, alter, translate or create derivative works from the Software or Documentation; (iii) sublicense, rent, loan, lease, sell, or otherwise transfer all or part of the Software or Documentation to any third party except as expressly permitted under this Agreement; (iv) allow any third party to access or use the Software on a service bureau, application service provider, time- sharing, or similar basis; (v) access or use the Software to provide data processing services to others; (vi) disable, modify or circumvent the license management system or security mechanism provided with the Software or take any other steps to avoid or defeat the license management system or security mechanisms provided with the Software; (vii) remove, alter, or obscure any proprietary notices, labels, or marks from the Software or Documentation; (viii) disclose results of any Software test or benchmark without MSC’s prior written consent; (ix) use the Software to develop software applications for use by or distribution to any third party; (x) use the Software or its output for the purposes of developing a competitive product or service; (xi) disclose, display, or permit access to or use of the Software or Documentation by persons other than Authorized Users using the Software and Documentation within the scope of the license acquired by Customer; or (xii) otherwise use or copy the Software or Documentation except as expressly permitted under this Agreement. Customer agrees to notify MSC immediately of any unauthorized access to or use of the Software. Customer shall at all times be responsible for its Authorized Users’ compliance with this Agreement. 5
RESTRICTIONS AND PROTECTIONS. 5.1 Without limiting the generality of the restrictions set forth herein, MSC expressly prohibits use of the Software for the following: (i) any training or instructional activity for non-degree seeking students; (ii) any training or instructional activity for any third party that may be a licensee of the Software under separate agreement with MSC; (iii) any commercial purpose, including but not limited to, commercial processing, paid-for consulting, or processing the work of any Customer affiliates; or (iv) developing software for sale or license.
RESTRICTIONS AND PROTECTIONS. 5.1 Customer acknowledges that the Software and its structure, organization and source code constitute and contain valuable confidential information and trade secrets of MSC (and its suppliers, as applicable). Customer shall not: (i) reverse- engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Software; (ii) modify, adapt, alter, translate or create derivative works from the Software or Documentation; (iii) sublicense, rent, loan, lease, sell, or otherwise transfer all or part of the Software or Documentation to any third party except as expressly permitted under this Agreement;
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RESTRICTIONS AND PROTECTIONS a. All good faith efforts shall be made to ensure that each Mentor Teacher is assigned only one (1) Resident Educator.
RESTRICTIONS AND PROTECTIONS. Except as expressly permitted in the Agreement, Customer shall not (and shall not permit its Users to): (i) sell, license, rent, lease, outsource, disclose, distribute, transfer, assign, or otherwise make available to any third-party the Platform, Services, Materials, or any rights granted in the Agreement; (ii) copy, reproduce, modify, translate, publicly display or make derivative works of the Platform, Services or any Materials; (iii) access or use the Platform, Services or the Materials to build or provide a similar or competitive offering, product or service, or to monitor their availability, capabilities, or performance, or for any other competitive purposes; (iv) publicly disseminate performance information or analysis relating to the Platform, Services or Materials; (v) attempt to remove, defeat or circumvent any entitlement manager, technology, or protections that prevent or limit the unauthorized access, use or copying of the Platform, Services or the Materials; (vi) use the Platform, Services or Materials in any country or territory where usage is prohibited by applicable law or the Agreement; (vii) use the Services or Materials in excess of the applicable contractual limits; (vii) use the Platform, Services or Materials for commercial time-sharing, rental, outsourcing, service bureau or similar use; or (viii) remove or modify any markings or any notice of Hexagon’s or its licensors’ copyrights, trademarks, and other proprietary rights. Customer shall immediately notify Hexagon should Customer become aware of any unauthorized use or other violations of its obligations under the Agreement. Hexagon and its Affiliates, and their representatives may, but have no obligation to, monitor Customer’s (including its Users’) usage of the Services to ensure compliance with the Agreement.
RESTRICTIONS AND PROTECTIONS. 5.1 Without limiting the generality of the restrictions set forth herein, Hexagon expressly prohibits use of the Software for the following: (i) any training or instructional activity for non-degree seeking students;
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