Computer Systems and Software Sample Clauses
The 'Computer Systems and Software' clause defines the rights and responsibilities of parties regarding the use, access, and management of computer systems and software within the scope of the agreement. Typically, it outlines which party provides the necessary hardware and software, sets rules for authorized use, and may address issues such as licensing, maintenance, and data security. This clause ensures that both parties understand their obligations and limitations concerning technology resources, thereby reducing the risk of misuse, unauthorized access, or disputes over intellectual property.
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Computer Systems and Software. The computer systems, Hardware and Software of Vitran and the Vitran Subsidiaries including personal computers and special purpose systems (including billing systems, operational support systems and business support systems) are fully operational in all material respects. For the purposes hereof, “Hardware” means the computer hardware, mainframes, personal computers, servers, client/server stations, network equipment, routers, semi-conductor chips, embedded Software, communication lines and other equipment “Software” means computer programs, operating systems, applications, interfaces, applets, software scripts, macros, firmware, development tools, and other instructions or sets of instructions for Hardware or Software to follow, including SQL and other query languages, hypertext markup language (“html”), wireless markup language, xml and other computer markup languages, in object, source or other code.
Computer Systems and Software. All computer systems, hardware and software utilized by the Corporation which are necessary for the operation of the Business as currently conducted function in a satisfactory manner so as to permit the normal operation of the Business without abnormal interruption. The Corporation has all licenses with third parties necessary to use any non-owned software which is used in the operation of the Business.
Computer Systems and Software. The computer systems and software of the Targets or made available to the Targets by means of cloud computing, including servers, personal computers and special purpose systems, websites, databases, telecommunications equipment and facilities and other information technology systems, are fully operational, are adequate for the current needs of the Targets, and members of the Targets may access at no cost at all times the documentation required for their operation, such documentation describing, among other things, the operation and maintenance of all hardware, software, operating systems, applications and utilities. The Targets are in full compliance with all terms and conditions stipulated by the licenses governing the computer systems and software used by Targets in connection with the Business.
Computer Systems and Software. With respect to computer systems and required software:
9.1.1 HOA shall have the right to specify or require that certain brands, types, makes, and/or models of communications, computer systems, and hardware to be used by, between, or among Restaurants, including without limitation: (a) back office and point of sale systems, data, audio, video, and voice storage, retrieval, and transmission systems for use at Restaurants, between or among Restaurants, and between and among Franchisee’s Restaurants and HOA, HOA’s designee and/or Franchisee; (b) cash register systems; (c) physical, electronic, and other security systems; (d) printers, “media wall” systems, and other peripheral devices; (e) archival back-up systems; and (f) internet access mode (e.g., form of telecommunications connection) and speed (collectively, the “Computer System”).
9.1.2 HOA shall have the right, but not the obligation, to develop or have developed for it, or to designate: (a) computer software programs and accounting system software that Franchisee must use in connection with the Computer System (“Required Software”), which Franchisee shall install; (b) updates, supplements, modifications, or enhancements to the Required Software, which Franchisee shall install; (c) the tangible media upon which such Franchisee shall record or receive data; and (d) the database file structure of Franchisee’s Computer System.
9.1.3 Franchisee shall install and use the Computer System and Required Software in the manner required by HOA.
9.1.4 Franchisee shall record all sales on the computer-based point of sale system specified by HOA in the Manuals or otherwise in writing, which shall be deemed part of the Franchisee’s Computer System.
9.1.5 Franchisee shall implement and periodically make upgrades and other changes to the Computer System and Required Software as HOA may reasonably request in writing (collectively, “Computer Upgrades”).
9.1.6 Franchisee shall comply with all specifications issued by HOA with respect to the Computer System and the Required Software, and with respect to Computer Upgrades, at Franchisee’s expense. Franchisee shall also afford HOA unimpeded access to Franchisee’s Computer System and Required Software as HOA may request, in the manner, form, and at the times requested by HOA.
Computer Systems and Software. 10.1 In this paragraph 10, the expression “the Software” means all computer programs and software used or supplied in or in connection with the business of the Target Group (whether owned by the Target Group, licensed to the Target Group by a third party or sub-licensed by the Target Group pursuant to a licence agreement from a third party).
10.2 The Target Group is entitled to use the Software. Immediately following the consummation of the transactions contemplated pursuant to this Agreement, the Target Group will retain all right, title and interest in and to the use of the Software.
10.3 The Target Group has not at any time had any dispute with any person relating to proprietary or other rights in or to the Software. All licences relating to the Software granted to the Target Group are in full force and effect and the Target Group is not aware of any breach of any terms of any such licences. The Target Group has never granted to a third party a licence to use the Software, and to the best of the Vendor’s knowledge and belief, the Target Group has on the termination of any license granted to it either returned or destroyed all copies of the Software in its possession, custody or control.
10.4 The execution, delivery and performance of this Agreement will not result in the breach, cancellation or termination of any of the terms or conditions (including any acceleration or increase in any obligations thereunder) of or constitute a default under any licence relating to the Software granted to the Target Group.
Computer Systems and Software. THE SIXTH SCHEDULE.........................................................................................................
Computer Systems and Software. 12.1 All software supplied by or used by the Target Company (collectively “Software”) and other information technology (including, without limitation, any hardware, networks, data storage devices, peripherals and equipment) supplied by or used by the Target Company (collectively “Hardware”) are fit in all respects for intended purposes, of satisfactory quality, perform in all respects in accordance with their specifications and user or other manuals or documentation and do not contain any defect or feature which do or may adversely affect their performance or the performance of any other software, hardware or system. The Target Company has not at any time had any dispute with any person relating to the functionality, quality or fitness for purpose of the Software or Hardware relating to their compliance with their specifications or with any warranties given by the Target Company or any other person relating to it.
12.2 The Target Company has taken all reasonable steps to ensure that all Software supplied or used by it is free of any virus and has no grounds for believing that any virus has or will come into contact with such Software.
12.3 The Target Company has security procedure in place to prevent the unauthorised access, amendment or damage to, or use of, its data or data of third parties held on its computer systems or Software by any third party, and no such unauthorised access, amendment, damage or use has taken place.
Computer Systems and Software. 9.1 In this paragraph 9, the expression "THE SOFTWARE" means all of the computer programs used by the Company or its Subsidiaries, whether owned by the it ("OWNED SOFTWARE") or licensed to it by a third party ("LICENSED SOFTWARE").
Computer Systems and Software. 7.1 In this paragraph , the expression “the Product Software” means all of the computer programs embodied in the Company's products and the expression "the Business Software" means all of the computer programs identified and briefly described in Schedule 5 and other material computer programs and software used or supplied in or in connection with the business of the Company as of the Completion Date (whether owned by the Company, licensed to the Company by a third party or sub-licensed by the Company pursuant to a licence agreement from a third party).
Computer Systems and Software. The computer systems and software of Northstar, including personal computers and special purpose systems, are fully operational in all material respects and have the appropriate licensing and documentation. All hardware and software operates in material compliance with written specifications.