Computer Software and Hardware Clause Samples
The 'Computer Software and Hardware' clause defines the rights and responsibilities of parties regarding the use, ownership, and maintenance of computer-related equipment and programs within the context of an agreement. Typically, this clause specifies which party provides or maintains hardware and software, addresses licensing or intellectual property issues, and may outline requirements for updates, support, or security. Its core function is to ensure clarity over technology assets and obligations, reducing the risk of disputes related to software or hardware usage during the contractual relationship.
Computer Software and Hardware. Except as described in Section 1.3.(e), all computer hardware of the Business owned by the Company at the Facilities and all of Company's right, title and interest, if any, in and to computer software utilized in conjunction with such computer hardware.
Computer Software and Hardware. The "Symix" software and all computer hardware utilized in connection with "Symix" listed on Schedule 1.3.(e).
Computer Software and Hardware. All of Seller's right, title and interest in and to all computer software and all hardware owned, leased or licensed by or to Seller which is located at or exclusively used for the Seller's SF Restaurants that is not otherwise prohibited from transfer by contract between Seller and the owner thereof.
Computer Software and Hardware. (a) Notwithstanding the introductory paragraph to Article III.A., OneBeacon has set forth on SCHEDULE 3.13(a)(i) hereto a true and complete listing of all Owned Exclusively Used Software. SCHEDULE 3.13(a)(i) hereto also sets forth a true and complete list of Licensed Exclusively Used Software, except for such software the failure of which to have the use of would otherwise not, individually or in the aggregate, reasonably be expected to have a OneBeacon Material Adverse Effect. OneBeacon has set forth on SCHEDULE 3.13(a)(ii) hereto a true and complete listing of all Licensed Generally Used Software, except for such software the failure of which to have the use of would otherwise not, individually or in the aggregate, reasonably be expected to have a OneBeacon Material Adverse Effect. Other than those set forth on SCHEDULE 3.13(a)(i), SCHEDULE 3.13(a)(ii) or Exhibit C to the Software License Agreement, there are no material computer software programs or databases used in the conduct of the Business or the operation of the Data Centers. Notwithstanding the introductory paragraph to Article III.A., subject to consummation of the Closing, Liberty and its designated Affiliates will have exclusive ownership of all rights, including all copyright and other rights whatsoever, in the Owned Exclusively Used Software, free and clear of any royalty or other payment obligations or Liens (except for Permitted Liens). Subject to consummation of the Closing, Liberty and its designated Affiliates will have (A) pursuant to an assignment or sublicense of all of the OneBeacon Subsidiaries' and OneBeacon's rights to the Licensed Exclusively Used Software (except with respect to any Licensed Exclusively Used Software as to which the underlying licensor has not consented to such assignment or sublicense or has consented on altered terms other than those terms that allow the software to continue to reside and operate on systems owned by OneBeacon or the OneBeacon Subsidiaries and, if applicable, to permit Liberty or its designated Affiliates to have its data processed by the software) in accordance with Section 5.05(c) or 5.05(d), subject to the same terms, rates and conditions of the existing license to the OneBeacon Subsidiaries or OneBeacon for the Licensed Exclusively Used Software, the right to use the Licensed Exclusively Used Software in the same manner as used by the OneBeacon Subsidiaries and OneBeacon prior to the Closing Date and, as of the Closing Date, free and clear...
Computer Software and Hardware. All computer software and hardware located in the facility of UK in England, used or intended for use in connection with the Business, whether owned, leased, or licensed by or to Seller.
Computer Software and Hardware. All rights of the Sellers to computer software (however recorded), programs, and data bases, including, but not limited to, systems data, source programs, record layouts, program libraries, and any other documentation in those application areas that may pertain to any data processing system or operation related to the engineering, marketing, accounting, receiving, purchasing, and maintenance functions, and all computer hardware, including the software and hardware listed on Schedule 2.1(c).
Computer Software and Hardware. All computer software and hardware used or intended for use in connection with the business of Seller or any Seller Affiliate, owned, leased, or licensed by or to Seller or any Seller Affiliate, [***].
Computer Software and Hardware. 7.6.1 Purchasing, at SERVICE PROVIDER RETAIL ’s expense, sufficient computer software, hardware and upgrades and replacements; provided that SERVICE PROVIDER RETAIL shall only be entitled to upgrade and/or purchase any additional software and hardware in the event that the existing computer software and hardware is not sufficient or appropriate for SERVICE PROVIDER RETAIL to carry out its duties, which purchase and /or upgrade shall be at SERVICE PROVIDER RETAIL ’s cost.
Computer Software and Hardware. All computer software and hardware used or intended for use in connection with the business of Seller, owned, leased, or licensed by or to Seller, to the extent that the transfer of such software and hardware is not otherwise prohibited by contract between Seller and owner thereof. Section 1.2(e) hereto constitutes a list of all computer software and hardware.
Computer Software and Hardware. (a) Section 5.16 of the Melita Disclosure Schedule sets forth a true and complete list of: (i) all software and associated documentation owned by Melita material to the business of Melita (the "Melita Proprietary Software"); (ii) all software (other than the Melita Proprietary Software and "shrink-wrap" software) used in connection with the business of Melita (the "Melita Licensed Software" and together with the Melita Proprietary Software, the "Melita Software"). Melita is in possession of all technical and descriptive materials to run its business in accordance with its historical practices, except as would not have a Melita Material Adverse Effect. The Melita Proprietary Software consists of: (i) source and object code embodied in magnetic media; and (ii) all development and procedural tools, documentation, and manuals necessary to maintain, enhance, develop derivative works, support and service the Melita Proprietary Software, including licenses to use compilers, assemblers, libraries and other aids. No parties other than Melita possess any current or contingent rights to any source code for the Melita Proprietary Software.