Company Software Program definition
Examples of Company Software Program in a sentence
The Intellectual Property rights in and to each such Company Software Program will be owned on identical terms and conditions immediately subsequent to the Closing hereunder.
To the knowledge of the Company, no person or entity has asserted against the Company a claim that the use, license, sale or lease of any Company Software Program, or any part thereof, infringes, misappropriates or contributes to the infringement of any patent claim, copyright or trade secret right of any third party in either the United States or any foreign country, and the Company is not aware of any valid basis for any such claim.
Without limitation of the foregoing, the Company and its Subsidiaries have obtained all required licenses, clearances and classifications in connection with the Company’s and its Subsidiaries’ sale and distribution of any Company Software Program.
No third party has made any claim or delivered any notice that any third party is entitled to access or receive the source code for any Company Software Program pursuant to any source code escrow agreement identified or required to be identified on Section 3.9(a)(iv) of the Company Disclosure Schedule or any other agreement or at law or in equity.
Termination of this Agreement or any license to the Company Software Program shall not limit either party from pursuing other remedies available to it, including but not limited to injunctive relief.
The Company has made available to Parent a complete and accurate list of all material bugs, defects and errors of which it or its Subsidiaries have Knowledge in each version and component of each Company Software Program.
With respect to the items set forth on Section 3.23(k) of the Company Disclosure Schedule, if any, the applicable license terms do not (i) require, or condition the use or distribution of any Company Software Program on the disclosure, licensing or distribution of any source code for any portion of such Company Software Program or (ii) otherwise impose any limitation, restriction or condition on the right or ability of the Company or its Subsidiaries to use or distribute any Company Software Program.
No Company Software Program is subject to any license terms that (i) require, or condition the use or distribution of any Company Software Program on the disclosure, licensing or distribution of any source code for any portion of such Company Software Program or (ii) otherwise impose any limitation, restriction or condition on the right or ability of the Company, Blacklist or the Company Subsidiary to use or distribute any Company Intellectual Property owned by them.
Except with respect to demonstration or trial copies, no portion of any Company Software Program as of the date of this Agreement contains, nor will the Company introduce, any “back door,” “time bomb,” “Trojan horse,” “worm,” “drop dead device,” “virus” or other software routines or hardware components designed to permit unauthorized access; to disable or erase software earlier than the end of any applicable license term, hardware, or data; or to perform any other such actions.