Common use of Software and Data Clause in Contracts

Software and Data. 9.1. Notwithstanding any statutory rights or any representations made other than as set out in the Agreement the Customer agrees that all Intellectual Property Rights in or relating to the Software and all related documentation supplied to the Customer under the Agreement shall remain vested in or wholly owned by Airbus Defence and Space or its licensors. 9.2. The Customer shall not assign, sub-licence, dispose of or grant rights over the Software. 9.3. No part of the Software may be copied, reproduced, translated, de-compiled, disassembled, reverse engineered or modified in any form by any means or merged with other data, programs or systems without the prior written approval of Airbus Defence and Space. The Customer shall not create derivative works of the Software. 9.4. The Customer shall not attempt to identify or list the source codes or source program relating to the Software. 9.5. The Customer shall enter into such licences of the Software as Airbus Defence and Space may require and the rights of the Customer to use and reproduce the Software are as set out in the End User Licence Agreement. 9.6. If Airbus Defence and Space supplies Software or Data owned by a third party to the Customer, the Customer agrees: 9.6.1. to comply with any third party terms or conditions notified to it in relation to any licence supplied by the third party (“Third Party Licence”). 9.6.2. to indemnify Airbus Defence and Space and keep it indemnified against all losses, claims, liabilities, damages and demands suffered and all costs and expenses incurred in any way connected with a breach by the Customer of any Third Party Licence; and 9.6.3. Airbus Defence and Space shall not be responsible for the actions or default of any other party (or its representative) to a Third Party Licence.

Appears in 2 contracts

Sources: Service Agreement, General Conditions Agreement