Software/Hardware Clause Samples
Software/Hardware. In addition to the terms and conditions herein if the Order requires software or hardware to be provided, then the following shall also be applicable to Supplier: Notwithstanding any other provision herein, to the extent any of Supplier’s or any third party’s software applications, databases, computer programs (including source code and object code for any such programming), executable code or computer hardware (collectively, “Software/Hardware”) are incorporated into the Goods or are otherwise provided hereunder, Supplier agrees to identify any pre-existing Software/Hardware and further agrees that unless otherwise specified in the Order, Supplier grants to Purchaser a perpetual, irrevocable, fully paid-up, royalty free, transferable, sublicensable (through multiple levels of sublicensees), worldwide, non-exclusive right and license to use, reproduce, distribute, display and perform (whether publicly or otherwise), transmit, prepare derivative works of and otherwise modify, make, import, export and otherwise use and exploit (and have others exercise such rights on behalf of Purchaser) all or any portion of the pre-existing Software/Hardware incorporated into the Goods or otherwise delivered to Purchaser in connection with the this T&C. For clarity, it is understood that, subject to Supplier’s rights in all pre-existing Software/Hardware, Purchaser shall own all original Software/Hardware created hereunder and such original Software/Hardware shall be deemed part of the Goods. Supplier represents and warrants that:
(a) the Software/Hardware, and the ideas they express, are original and do not violate or infringe the rights of any other party and that it has the unencumbered right and authority to grant all licenses herein granted; (b) that all Software/Hardware provided under this T&C will perform in accordance with specifications; (c) that the provision of the Software/Hardware (and Customer’s exercise of its license to use the same) will not in any way constitute an infringement or other violation of any copyright, patent, trademark, trade secret or other proprietary or personal rights of any third party or any applicable law or regulation; and (d) that the Software/Hardware shall be free of any virus, Trojan horse, time bomb or other harmful or disabling code.
Software/Hardware a. TELEMATICS: Contractor shall provide manufacturer specific telematics program for the length of the warranty period. Machine alert conditions shall be made available by e-mail to specific supervisors identified by the Central Garage. After the warranty period expires, contractor shall offer this program at the rate outlined in Attachment B.
b. Contractor shall provide appropriate diagnostic software licenses, diagnostic cables, and technician training, for 10 Toughbook laptop computers.
Software/Hardware. ▇▇▇▇▇▇▇▇▇ warrants to Customer that, for a period of 120 days following delivery, the ▇▇▇▇▇▇▇▇▇ Software, when operated in compliance with the networking guidelines, hardware requirements, equipment configuration and operating environment (collectively, the "Hardware") specified by ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ perform substantially in accordance with the operator and user guides and other manuals and technical information, if any, whether in hard copy or electronic format, that are delivered to Customer by ▇▇▇▇▇▇▇▇▇ for use in conjunction with the ▇▇▇▇▇▇▇▇▇ Software. This warranty shall not apply in the event the ▇▇▇▇▇▇▇▇▇ Software is modified or installed by any party other than ▇▇▇▇▇▇▇▇▇. ▇▇▇▇▇▇▇▇▇ does not warrant that the ▇▇▇▇▇▇▇▇▇ Software will be uninterrupted or error free. ▇▇▇▇▇▇▇▇▇ does not warrant that Customer may manipulate data in ▇▇▇▇▇▇▇▇▇ Software databases using software not acquired from ▇▇▇▇▇▇▇▇▇. Customer acknowledges that it is the owner of, and fully responsible for, the Hardware and that this warranty shall not apply to any defects or failures of the Hardware, regardless of whether the Hardware complies with ▇▇▇▇▇▇▇▇▇'▇ specifications. In the event of any defect or error covered by this warranty, Customer agrees to provide ▇▇▇▇▇▇▇▇▇ with sufficient detail to allow ▇▇▇▇▇▇▇▇▇ to reproduce the defect or error. As Customer's exclusive remedy for any defect or error in the ▇▇▇▇▇▇▇▇▇ Software covered by such warranty, and as ▇▇▇▇▇▇▇▇▇'▇ entire liability in contract, tort, or otherwise, ▇▇▇▇▇▇▇▇▇ will correct such error or defect at ▇▇▇▇▇▇▇▇▇'▇ facility by issuing corrected instructions, a restriction, or a bypass. If ▇▇▇▇▇▇▇▇▇ is unable to correct such defect or error after a reasonable opportunity, ▇▇▇▇▇▇▇▇▇ will refund a prorated portion of the license fees paid for such ▇▇▇▇▇▇▇▇▇ Software from the date Customer first encountered the defect or error. ▇▇▇▇▇▇▇▇▇ is not responsible for any defect or error not reported in writing during the warranty period or any defect or error in the event Customer has modified, manipulated, misused, or damaged the ▇▇▇▇▇▇▇▇▇ Software (including, without limitation, by integrating unauthorized software not provided by ▇▇▇▇▇▇▇▇▇ into the ▇▇▇▇▇▇▇▇▇ Software).
Software/Hardware refresh – The Student shall follow the software/hardware refresh directives as posted to the following ITSC website: ▇▇▇▇.▇▇▇▇.▇▇ and return the learning tool(s) to the Institution for an annual (or more frequent, if requested) software/hardware refresh. If the Student fails to do so, late fees may be applied to the Student’s account.
Software/Hardware. Connectivity and performance issues related to Software and non-standard hardware are not covered under the terms of this Agreement. Any warranties related to these solutions, which include but are not be limited to: HP Digital Sending Software, Web Jet Admin, Auto Store, any OCR software, computers and scanners, will be those offered by the manufacturer and passed directly to the user. Operation and configuration of the Software will be the responsibility of You after initial install and operation test of (1) “Send To” folder is completed by Us.
Software/Hardware. The on-line software system used for ordering is the property of the Subcontractor. Subcontractor agrees to grant access through the Internet to designated End-Users and administrative personnel. Any cost of ownership, operation or dispute with regard to the software is the Subcontractor's responsibility. Subject to termination of this Agreement, access to the ordering software will be granted by the Subcontractor to Buyer's designated personnel and will not be terminated or withdrawn without concurrence of the Buyer. Access will be by the Buyer's commercial Internet browser either IE version 6 or greater or Netscape version 5 or greater. Subcontractor agrees that if material changes are made in the on-line ordering software that reasonable training and/or instructions will be provided to Buyer's End-Users as needed to maintain effectiveness of the ordering process. If the buyer considers the Subcontractor’s changes to be a significant impact to the End-Users and/or effectiveness of this agreement, then the Buyer has the right to discontinue using the agreement at no cost or obligation. The on-line software system must provide an account security feature, not to exceed 5 failed attempts, for logon. It is preferred that the Subcontractor’s on-line ordering site have the functionality to block items. The blocking of items will prevent the End-Users from ordering the product(s). If the Subcontractor’s on-line ordering site is unavailable, the Subcontractor will send an email notification to the eStore team: authorized personnel noted in Attachment A. The Subcontractor shall restore the site within 24 hours of notifying the eStore team. While the site is unavailable, the End-Users may phone or fax orders to the Subcontractor.
Software/Hardware. I agree to use electronic resources for UMC business purposes only.
Software/Hardware. The CITY will supply basic administrative office hardware and software, for this contract, with the exception of additional proprietary computers used for driver monitoring systems or other proprietary activities. Should CONTRACTOR desire to have proprietary software installed on CITY computers, it must be approved by CITY for installation on CITY computers. CITY provides high-speed internet access that is shared with CONTRACTOR at no cost. Should CONTRACTOR desire a separate computer network with CONTRACTOR computer hardware it will be at CONTRACTORS’s expense. CONTRACTOR shall provide TRAPEZE NOVUS paratransit scheduling software system. CONTRACTOR shall be responsible for ongoing maintenance, tech support, and hosting of said scheduling software and providing supporting hardware such as tablet computers, MDTs, etc. High-speed internet access for CONTRACTOR is provided by CITY. Limited free Wi-Fi is provided for facility guests by CITY. The Petaluma Paratransit client data generated and stored by any paratransit scheduling software system, whether CITY owned or provided and/or hosted by CONTRACTOR, is the property of CITY and shall be turned over to the CITY upon request or at the end of either the scheduling software lifecycle, or this agreement. CONTRACTOR shall collect the fares and charges that have been and may be established by the CITY. CONTRACTOR shall train employees and provide pass sales at the Petaluma Transit M&O Facility (555 ▇. ▇▇▇▇▇▇▇▇) as well as sell Clipper fare media and support add-value transactions, and most frequently, sale of Senior and Youth Clipper cards. CONTRACTOR shall assist in the issuance of RTC (Regional Transit Discount Cards) Cards at the M&O Facility. Fare collection and all related security measures shall be solely the responsibility of the CONTRACTOR. The CONTRACTOR shall be required to provide the CITY with the following materials or information: ▪ Fares collected, which shall be deposited into CITY transit revenue account daily then summarized by day and route on monthly reports. ▪ Fare boxes (vault-style) for all fixed route buses shall be provided by the CITY and maintained by the CONTRACTOR. CITY is currently using bottom-loading Diamond non- electronic fareboxes. ▪ Paratransit vehicles currently do NOT have fareboxes, as fares are collected into bank bags by drivers during the course of the service day. It is possible, that CITY will purchase and equip paratransit vans with non-electronic fareboxes during this...
Software/Hardware. Prescient acknowledges that Fastech is not the developer of any of the software or hardware product(s) used to provide the Services. Fastech shall not be responsible for the failure to meet any Service Level (as defined in a Schedule) or for any damages if such failure or damages are caused by the failure of any software or hardware to perform in accordance with its specifications, except to the extent caused by Fastech’s gross negligence or willful misconduct.
Software/Hardware. How many databases will be utilized? • Will we establish a Financials Training environment separate from Payroll? • Who will refresh the training database? • Will a second server be utilized?