Title to Software Clause Samples

Title to Software. Title to the Application Software is reserved for Licensor. Licensee acknowledges and agrees that Licensor is and shall remain the owner of the Application Software and shall be the owner of all copies of the Application Software made by Licensee.

Title to Software. Licensor represents and warrants that it has the legal right to enter into and perform its obligations under this ▇▇▇▇, and that use by the Licensee of the Software, in accordance with the terms of this ▇▇▇▇, will not infringe upon the intellectual property rights of any third parties.

Title to Software. Saxon is the property of Saxonica or its suppliers. Saxon is licensed, not sold. Subject to the rights granted to Licensee herein, all right, title and interest in and to Saxon, in whole and in part and all copies thereof, are, and will remain, the sole and exclusive property of Saxonica and its suppliers. Nothing contained in this Agreement shall be construed directly or indirectly to assign or grant to Licensee any right, title, or interest in or to trademarks, copyrights, patents, or trade secrets of Saxonica, or any ownership rights in or to Saxon. Licensee agrees to abide by the copyright law and all other applicable laws including, but not limited to, export control laws.

Title to Software. Licensor retains title to and ownership of the Software and all enhancements, modifications and updates of the Software.

Title to Software. This agreement does not constitute a contract of sale in relation to the Software supplied to the Licencee. Not withstanding the Licencee may own the magnetic or other physical media on which the Software was originally supplied, or has subsequently been recorded or fixed, it is a fundamental term of this Agreement that at all times title and ownership of the Software, whether on the original media or otherwise, shall remain vested in ▇▇▇▇ or third parties who have granted licences to ▇▇▇▇. This Licence shall be effective until terminated in accordance with the provisions of this Agreement. The Licencee may terminate this Licence at any time by destroying all copies of the Software and associated written materials. This Licence will be terminated automatically and without notice from ▇▇▇▇ in the event that the Licencee fails to comply with any term or condition of this Agreement. The Licencee agrees to destroy all copies of the Software and associated written materials in the event of such termination. The Software is supplied by ▇▇▇▇ and accepted by the Licencee “as is” without warranty of any kind either expressed or implied, including but not being limited to any implied warranties as to merchantability or fitness for any particular purpose. The entire risk as to the quality and performance of the Software vests in the Licencee. Should the Software prove to be defective, the Licencee (and not Licensor or any subsidiary or agent of the Licensor) shall assume the entire cost of all necessary servicing, repair or correction. ▇▇▇▇ does not warrant that the functions contained in the Software will meet the Licencee’s requirements or that the operation of the Software will be uninterrupted or error free. However ▇▇▇▇ warrants that the diskettes if any on which the Software is supplied to the Licencee shall be free from defects in material and workmanship under normal use and service for a period of ninety (90) days from the date of delivery to the Licencee. ▇▇▇▇’▇ entire liability and the Licencee’s exclusive remedy shall be:

Title to Software. All right, title and interest in and to any and all computer programs, and the source codes therefor, used by Computer Center in the performance of Services, including any special programs written specifically for Participating Bank, shall be and remain the property of Computer Center.

Title to Software. Zenlayer represents and warrants that it has the legal right to enter into and perform its obligations under this ▇▇▇▇, and that the use of Software by you, in accordance with the terms of this ▇▇▇▇, will not infringe upon the intellectual property rights of any third parties.

Title to Software. This agreement does not constitute a contract of sale in relation to the Software supplied to the Licencee. Not withstanding the Licencee may own the magnetic or other physical media on which the Software was originally supplied, or has subsequently been recorded or fixed, it is a fundamental term of this Agreement that at all times title and ownership of the Software, whether on the original media or otherwise, shall remain vested in ▇▇▇▇ or third parties who have granted licences to ▇▇▇▇.

Title to Software physical media vests in Licensee upon delivery. PeopleSoft represents that Software contains valuable proprietary information. Software has been developed at private expense and is provided to U.S. Government agencies/ subcontractors subject to applicable restrictions of FAR 52.227-19(c) or DFAR 227.7202-32, for defense-related agencies. The parties' authorized representatives have signed this Agreement: [LICENSEE] PEOPLESOFT USA, INC. ADDRESS: ADDRESS: /s/ Signature Illegible /s/ Signature Illegible Authorized Signature Authorized Signature --------------------------- -------------------------- --------------------------- -------------------------- Printed Name and Title Printed Name and Title EFFECTIVE DATE: [MONTH] [DAY], 1998 APPROVAL: PeopleSoft shall indemnify and defend Licensee against any claims that the Software infringes any United States or Canadian patent or copyright, provided that PeopleSoft is given prompt Notice of such claim and is given information, reasonable assistance, and sole authority to defend or settle the claim. In the defense or settlement of the claim, PeopleSoft may, in its reasonable judgment and at its option and expense: (1) obtain for Licensee the right to continue using the Software; or (2) replace or modify the Software so that it becomes noninfringing while giving equivalent performance. PeopleSoft shall have no liability to indemnify or defend Licensee to the extent the alleged infringement is based on any Software: (a) modification by anyone other than PeopleSoft; or (b) use other than in accordance with the Documentation or this Agreement.