Derivative Software Products definition
Examples of Derivative Software Products in a sentence
Licensee shall not grant any sublicenses with respect to the Licensed Trademark, the Software and/or Derivative Software Products except upon terms and conditions that are consistent with the licenses granted to Licensee by Licensor pursuant to this Agreement.
Net Receipts" shall mean all gross revenues received by Licensee in connection with the licensing, sale, use or other exploitation of the Software and/or Derivative Software Products less (i) all normal trade discounts actually allowed by Licensee; (ii) all sales, use and similar taxes included in such gross revenues; (iii) all freight charges, agent's fees and other third party charges included in such gross revenues; and (iv) royalties on such gross revenues actually paid by Licensee to a third party.
Licensee shall insure that Licensor's copyright notice is replicated on all copies of the Software and/or Derivative Software Products produced by Licensee or its sublicensees, including any and all copies of modifications made in accordance with Article V, Section 1 hereof.
Licensee shall indemnify 3Dlabs and its suppliers and hold them harmless from any and all liabilities, claims, costs, losses, and expenses including, but not limited to, reasonable attorneys' fees and costs of suit incurred by 3Dlabs or its suppliers, or both, arising out of or relating to Licensee's misuse, modification, upgrade, additions, alteration, sale, marketing, reproduction, sublicensing or other distribution of the Software Products or Derivative Software Products.
Licensee hereby grants 3Dlabs a non-royalty bearing, worldwide license to use the Derivative Software Products for demonstrations and evaluations.
Licensee shall not have any right, title or interest in or to any Software Products, or copies thereof except as expressly provided in this Agreement, and further shall secure and protect all Software Products, Derivative Software Products and Documentation consistent with maintenance of 3Dlabs' proprietary rights therein.
Licensee shall be responsible for paying all (i) sales, use, excise, value-added or other tax or governmental charges imposed on the licensing or use of the Software Products, Derivative Software Products and Documentation (ii) freight, insurance and installation charges, and (iii) import or export duties or like charges.
Licensee agrees not to remove, obliterate, or cancel from view any copyright, trademark, confidentiality or other proprietary notice or mark ▇▇▇earing on any of the Software Products or on output generated by the Software Products and to reproduce and include the same on each copy of the Software Products and Derivative Software Products.
Licensee acknowledges that the unauthorized use, transfer, sublicensing or disclosure of the Software Products, Derivative Software Products, Documentation or copies thereof may cause irreparable injury to 3Dlabs, and under such circumstances 3Dlabs shall be entitled to equitable relief, including, but not limited to, preliminary and permanent injunctive relief, and Licensee waives any requirements that a bond be posted.
Nothing contained in this Agreement shall be construed to limit 3Dlabs' rights to modify the Software Products or to develop other Products which are similar to or offer the same or similar improvements as Derivative Software Products developed by Licensee.