Examples of Proprietary Software in a sentence
If, notwithstanding Xxxxxx’s efforts, Customer is unable or unwilling to abide by a contractual usage limit, Customer will execute an Order Form for additional quantities of the applicable Services and Proprietary Software promptly upon Cerbos’s request, and/or pay any invoice for excess usage in accordance with the “Invoicing and Payment” section below.
Subject to the limited rights expressly granted hereunder, Cerbos and its Affiliates reserve all of their right, title and interest in and to the Services (including Modifications as defined below), Proprietary Software and its Confidential Information, including all of their related IPR.
For the purpose of providing the Services in an efficient and contractually compliant way, Cerbos may audit Customer’s use of Services and Proprietary Software including to verify the Customer’s compliance with the usage limits.
Cerbos warrants that during an applicable subscription term (a) this Agreement, the Order Forms and the Documentation will accurately describe the applicable administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Customer Data, (b) Cerbos will not materially decrease the overall security of the Subscription Services, (c) the Subscription Services and Proprietary Software will perform materially in accordance with the applicable Documentation.
No third Person has been granted any current or contingent right, license, access (except access to employees or contractors who are subject to reasonable nondisclosure and nonuse obligations with respect thereto solely to the extent necessary for such Persons to provide development services to the Seller regarding such Proprietary Software), copies of, or interest in or to the source code of any Proprietary Software (including by means of any escrow arrangement).