Common use of License Grant and Restrictions Clause in Contracts

License Grant and Restrictions. 3.1 Subject to the terms and conditions herein, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license to: (a) use the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind software; (b) reproduce, without change, only that quantity of the CityFind software necessary for Customer End Users and members of Customer's in house support desk; and (c) distribute the CityFind software to Customer End Users and members of Customer's in house support desk. 3.2 Subject to the terms and conditions herein, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s). 3.3 Customer's license to use the NT Server software and/or RADIUS Server software, and any other third party software, if Customer had elected to obtain such software from Concentric, is as set forth in the license agreement accompanying such software. 3.4 Customer agrees not to alter, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricView, and all related technical know-how and intellectual property rights therein and in the Concentric Network and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliers. Customer shall not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLink. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: Agency Agreement (Concentric Network Corp)

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. 1.2 Tyler will make available the EnerGov SDK/API toolkit so that the City may develop the integrations to the terms Tyler Software that the City has identified to Tyler as of the Effective Date. Tyler will also make available the sample source code that is included in the toolkit package and conditions hereinany other non-proprietary files or code that Tyler provided to the City of ▇▇▇▇▇▇▇▇▇, Concentric hereby grants Nevada for ▇▇▇▇▇▇▇▇▇’▇ development of similar integrations (the “Materials”). The Materials are made available “as is,” and Customer hereby accepts Tyler makes no warranty whatsoever regarding them. For the avoidance of doubt, the City understands and agrees that nothing herein gives the City a nonexclusiveright to the Tyler Software source code except as expressly provided in this Agreement, nontransferable license toand that Tyler’s intellectual property indemnification obligations do not extend to any claim arising out of or relating to the City’s use of or access to the Materials. Nothing herein shall limit in any way Tyler’s right or ability to make use of the toolkit or the Materials on its own, or to make the toolkit or the Materials available for use by any other Tyler customer. 1.3 The Documentation is licensed to you and may be used and copied by your employees for internal, non-commercial reference purposes only. 1.4 You may not: (a) use transfer or assign the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind softwareTyler Software to a third party; (b) reproducereverse engineer, without changedecompile, only that quantity of or disassemble the CityFind software necessary for Customer End Users and members of Customer's in house support deskTyler Software; and (c) distribute rent, lease, lend, or provide commercial hosting services with the CityFind software Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to Customer End Users and members of Customer's in house support deskthird parties. 3.2 Subject 1.5 The license terms in this Agreement apply to the terms updates and conditions herein, Concentric hereby grants enhancements we may provide to you or make available to you through your Maintenance and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)Support Agreement. 3.3 Customer's license 1.6 The right to use transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.7 We reserve all rights not expressly granted to you in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, copyright, and any other third party software, if Customer had elected to obtain such software from Concentric, is as set forth in the license agreement accompanying such software. 3.4 Customer agrees not to alter, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricView, and all related technical know-how and intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliersDocumentation. Customer shall The Tyler Software is licensed, not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinksold. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: License and Services Agreement

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software, for the number of licenses identified in the Investment Summary, for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. You may add additional licenses at the rates set forth in the Investment Summary for twelve (12) months from the Effective Date by executing a mutually agreed addendum. If no rate is provided in the Investment Summary, or those twelve (12) months have expired, you may purchase additional licenses at our then-current list price, also by executing a mutually agreed addendum. 1.2 The Documentation is licensed to you and conditions hereinmay be used and copied by your employees for internal, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license tonon-commercial reference purposes only. 1.3 You may not: (a) use transfer or assign the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind softwareTyler Software to a third party; (b) reproducereverse engineer, without changedecompile, only that quantity of or disassemble the CityFind software necessary for Customer End Users and members of Customer's in house support deskTyler Software; and (c) distribute rent, lease, lend, or provide commercial hosting services with the CityFind software Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to Customer End Users and members of Customer's in house support deskthird parties. 3.2 Subject 1.4 The license terms in this Agreement apply to the terms updates and conditions herein, Concentric hereby grants enhancements we may provide to you or make available to you through your Maintenance and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)Support Agreement. 3.3 Customer's license 1.5 The right to use transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance associated with such transfer. 1.6 We reserve all rights not expressly granted to you in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, copyright, and any other third party software, if Customer had elected to obtain such software from Concentric, is as set forth in the license agreement accompanying such software. 3.4 Customer agrees not to alter, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricView, and all related technical know-how and intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliersDocumentation. Customer shall The Tyler Software is licensed, not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinksold. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: License and Services Agreement

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. 1.2 The Documentation is licensed to you and conditions hereinmay be used and copied by your employees for internal, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license tonon-commercial reference purposes only. 1.3 You may not: (a) use transfer or assign the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind softwareTyler Software to a third party; (b) reproducereverse engineer, without changedecompile, only that quantity of or disassemble the CityFind software necessary for Customer End Users and members of Customer's in house support deskTyler Software; and (c) distribute rent, lease, lend, or provide commercial hosting services with the CityFind software Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to Customer End Users and members of Customer's in house support deskthird parties. 3.2 Subject 1.4 The license terms in this Agreement apply to the terms updates and conditions herein, Concentric hereby grants enhancements we may provide to you or make available to you through your Maintenance and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)Support Agreement. 3.3 Customer's license 1.5 The right to use transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.6 Where applicable with respect to our applications that take or process card payment data, we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and any other third party softwaretransmitting of the cardholder data and affirm that, if Customer had elected as of the Effective Date, we comply with applicable requirements to obtain such software from Concentric, is as set forth be considered PCI DSS compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the license agreement accompanying such softwareform of an official Attestation of Compliance, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇/about- us/compliance, and in the event of any change in our status, will comply with applicable notice requirements. 3.4 Customer agrees 1.7 We reserve all rights not expressly granted to alteryou in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricViewcopyright, and all related technical know-how and other intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliersDocumentation. Customer shall The Tyler Software is licensed, not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinksold. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: Software Licensing Agreement

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. 1.2 The Documentation is licensed to you and may be used and copied by your employees for internal, non- commercial reference purposes only. 1.3 You may not: (a) transfer or assign the Tyler Software to a third party; (b) reverse engineer, decompile, or disassemble the Tyler Software; (c) rent, lease, lend, or provide commercial hosting services with the Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to third parties, provided, however, that the Client’s consultants, contractors, and business partners may access the Tyler Software under the Client’s direction to the extent required for them to provide services to the Client. Any such use by, or disclosure to, said third parties is strictly subject to the terms and conditions hereinof this Agreement. To the extent permitted by Virginia law, Concentric hereby grants and Customer hereby accepts Client shall be liable for any failure of a nonexclusive, nontransferable license to: (a) use third party gaining access to the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind software; (b) reproduce, without change, only that quantity of the CityFind software necessary for Customer End Users and members of Customer's in house support desk; and (c) distribute the CityFind software Tyler Software or Documentation to Customer End Users and members of Customer's in house support desk. 3.2 Subject to abide by the terms and conditions herein, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)this Agreement. 3.3 Customer's 1.4 The license terms in this Agreement apply to use updates and enhancements we may provide to you or make available to you through your Maintenance and Support Agreement. 1.5 The right to transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.6 Where applicable with respect to our applications that take or process card payment data, we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and any other third party softwaretransmitting of the cardholder data and affirm that, if Customer had elected as of the Effective Date, we comply with applicable requirements to obtain such software from Concentric, is as set forth be considered Payment Card Industry Data Security Standard (“PCI DSS”) compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the license agreement accompanying such softwareform of an official Attestation of Compliance, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇/about-us/compliance, and in the event of any change in our status, will comply with applicable notice requirements. Should Tyler be out of compliance with current PCI DSS compliance requirements at any point while Tyler applications that take or process credit card payment data are in use by the Client, then Tyler agrees to take industry standard actions necessary to bring the applications into compliance as soon as practicable from the point in time in which the out of compliance status is discovered. 3.4 Customer agrees 1.7 We reserve all rights not expressly granted to alteryou in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricViewcopyright, and all related technical know-how and other intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliersDocumentation. Customer shall The Tyler Software is licensed, not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinksold. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: License and Services Agreement

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. You may make copies of the Tyler Software for backup and testing, training and development purposes, so long as such copies are not used in production and the testing, training and development is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. 1.2 Without limiting the terms of Section 1.1, you understand and conditions hereinagree that the EnerGov Fire Station License and Tyler University – EnerGov Access modules set forth in the Investment Summary are licensed to you on a subscription basis. If you do not pay the required annual fee in accordance with the Invoicing and Payment Policy, Concentric hereby grants your license to use the associated module will be suspended unless and Customer hereby accepts a nonexclusiveuntil payment in full has been made. 1.3 The Documentation is licensed to you and may be used and copied by your employees for internal, nontransferable license tonon- commercial reference purposes only. 1.4 You may not: (a) use transfer or assign the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind softwareTyler Software to a third party; (b) reproducereverse engineer, without changedecompile, only that quantity of or disassemble the CityFind software necessary for Customer End Users and members of Customer's in house support deskTyler Software; and (c) distribute rent, lease, lend, or provide commercial hosting services with the CityFind software Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to Customer End Users and members of Customer's in house support deskthird parties. 3.2 Subject 1.5 The license terms in this Agreement apply to the terms updates and conditions herein, Concentric hereby grants enhancements we may provide to you or make available to you through your Maintenance and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)Support Agreement. 3.3 Customer's license 1.6 The right to use transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.7 Where applicable with respect to our applications that take or process card payment data, we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and any other third party softwaretransmitting of the cardholder data and affirm that, if Customer had elected as of the Effective Date, we comply with applicable requirements to obtain such software from Concentric, is as set forth be considered PCI DSS compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the license agreement accompanying such softwareform of an official Attestation of Compliance, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇/about-us/compliance, and in the event of any change in our status, will comply with applicable notice requirements. Should the compliance standards change and PCI compliance is no longer available, we will make every reasonable effort to come into compliance with a substantively equivalent compliance regime for payment card processing within a commercially reasonable period of time. 3.4 Customer agrees 1.8 We reserve all rights not expressly granted to alteryou in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricViewcopyright, and all related technical know-how and other intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliersDocumentation. Customer shall The Tyler Software is licensed, not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinksold. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: License and Services Agreement

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. 1.2 The Documentation is licensed to you and conditions hereinmay be used and copied by your employees for internal, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license tonon- commercial reference purposes only. 1.3 You may not: (a) use transfer or assign the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind softwareTyler Software to a third party; (b) reproducereverse engineer, without changedecompile, only that quantity of or disassemble the CityFind software necessary for Customer End Users and members of Customer's in house support deskTyler Software; and (c) distribute rent, lease, lend, or provide commercial hosting services with the CityFind software Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to Customer End Users and members of Customer's in house support deskthird parties. 3.2 Subject 1.4 The license terms in this Agreement apply to the terms updates and conditions herein, Concentric hereby grants enhancements we may provide to you or make available to you through your Maintenance and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)Support Agreement. 3.3 Customer's license 1.5 The right to use transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.6 Where applicable with respect to our applications that take or process card payment data, we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and any other third party softwaretransmitting of the cardholder data and affirm that, if Customer had elected as of the Effective Date, we comply with applicable requirements to obtain such software from Concentric, is as set forth be considered Payment Card Industry Data Security Standards (PCI DSS) Security Council compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the license agreement accompanying such softwareform of an official Attestation of Compliance, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇/about-us/compliance, and in the event of any change in our status, will comply with applicable notice requirements. 3.4 Customer agrees 1.7 We reserve all rights not expressly granted to alteryou in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricViewcopyright, and all related technical know-how and other intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliersDocumentation. Customer shall The Tyler Software is licensed, not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinksold. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: License and Services Agreement

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. 1.2 Without limiting the terms of Section 1.1, you understand and conditions hereinagree that the Citizen Self Service (▇▇▇▇▇ ▇▇▇▇▇▇), Concentric hereby grants Employee Self Service (▇▇▇▇▇ ▇▇▇▇▇▇), ▇▇▇▇▇ Notify and Customer hereby accepts EnerGov Citizen Self-Service Portal (▇▇▇▇▇ Hosted) modules set forth in the Investment Summary are licensed to you on a nonexclusivesubscription basis. If you do not pay the required annual fee in accordance with the Invoicing and Payment Policy, nontransferable your license toto use the associated module will be suspended unless and until payment in full has been made. 1.3 The Documentation is licensed to you and may be used and copied by your employees for internal, non- commercial reference purposes only. 1.4 You may not: (a) use transfer or assign the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind softwareTyler Software to a third party; (b) reproducereverse engineer, without changedecompile, only that quantity of or disassemble the CityFind software necessary for Customer End Users and members of Customer's in house support deskTyler Software; and (c) distribute rent, lease, lend, or provide commercial hosting services with the CityFind software Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to Customer End Users and members of Customer's in house support deskthird parties. 3.2 Subject 1.5 The license terms in this Agreement apply to the terms updates and conditions herein, Concentric hereby grants enhancements we may provide to you or make available to you through your Maintenance and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)Support Agreement. 3.3 Customer's license 1.6 The right to use transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.7 We reserve all rights not expressly granted to you in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, copyright, and any other third party software, if Customer had elected to obtain such software from Concentric, is as set forth in the license agreement accompanying such software. 3.4 Customer agrees not to alter, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricView, and all related technical know-how and intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliersDocumentation. Customer shall The Tyler Software is licensed, not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinksold. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: License and Services Agreement

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. 1.2 The Documentation is licensed to you and conditions hereinmay be used and copied by your employees for internal, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license tonon- commercial reference purposes only. 1.3 You may not: (a) use transfer or assign the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind softwareTyler Software to a third party; (b) reproducereverse engineer, without changedecompile, only that quantity of or disassemble the CityFind software necessary for Customer End Users and members of Customer's in house support deskTyler Software; and (c) distribute rent, lease, lend, or provide commercial hosting services with the CityFind software Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to Customer End Users and members of Customer's in house support deskthird parties. 3.2 Subject 1.4 The license terms in this Agreement apply to the terms updates and conditions herein, Concentric hereby grants enhancements we may provide to you or make available to you through your Maintenance and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)Support Agreement. 3.3 Customer's license 1.5 The right to use transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.6 Where applicable with respect to our applications that take or process card payment data, we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and any other third party softwaretransmitting of the cardholder data and affirm that, if Customer had elected as of the Effective Date, we comply with applicable requirements to obtain such software from Concentric, is as set forth be considered PCI DSS compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the license agreement accompanying such softwareform of an official Attestation of Compliance, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇/about-us/compliance, and in the event of any change in our status, will comply with applicable notice requirements. 3.4 Customer agrees 1.7 We reserve all rights not expressly granted to alteryou in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricViewcopyright, and all related technical know-how and other intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliersDocumentation. Customer shall The Tyler Software is licensed, not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinksold. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: License and Services Agreement

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. With respect to the “Energov” labeled modules, such use shall be limited to the number of Defined Named Users, as defined herein. You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. To the extent Client purchases MyGovPay/Virtual Pay, additional terms and conditions hereinrelated to those applications are set forth at Exhibit D. 1.2 The Documentation is licensed to you and may be used and copied by your employees for internal, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license tonon-commercial reference purposes only. 1.3 You may not: (a) use transfer or assign the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind softwareTyler Software to a third party; (b) reproducereverse engineer, without changedecompile, only that quantity of or disassemble the CityFind software necessary for Customer End Users and members of Customer's in house support deskTyler Software; and (c) distribute rent, lease, lend, or provide commercial hosting services with the CityFind software Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to Customer End Users and members of Customer's in house support deskthird parties. 3.2 Subject 1.4 The license terms in this Agreement apply to the terms updates and conditions herein, Concentric hereby grants enhancements we may provide to you or make available to you through your Maintenance and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)Support Agreement. 3.3 Customer's license 1.5 The right to use transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.6 Where applicable with respect to our applications that take or process card payment data, we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and any other third party softwaretransmitting of the cardholder data and affirm that, if Customer had elected as of the Effective Date, we comply with applicable requirements to obtain such software from Concentric, is as set forth be considered PCI DSS compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the license agreement accompanying such softwareform of an official Attestation of Compliance, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇/about- us/compliance, and in the event of any change in our status, will comply with applicable notice requirements. 3.4 Customer agrees 1.7 We reserve all rights not expressly granted to alteryou in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricViewcopyright, and all related technical know-how and other intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliersDocumentation. Customer shall The Tyler Software is licensed, not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinksold. 3.5 Customer 1.8 Notwithstanding anything contained herein, we agree you shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer retain all rights to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with Client Data. We disclaim all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration ownership and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote accessrights as to Client Data, FTP or other means) except any part of CityFind or technical data limited rights expressly granted by you in writing to any country for which a validated license is required under US law without first obtaining a validated licenseallow us to analyze Client Data.

Appears in 1 contract

Sources: License and Services Agreement

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. 1.2 The Documentation is licensed to you and conditions hereinmay be used and copied by your employees for internal, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license tonon- commercial reference purposes only. 1.3 You may not: (a) use transfer or assign the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind softwareTyler Software to a third party; (b) reproducereverse engineer, without changedecompile, only that quantity of or disassemble the CityFind software necessary for Customer End Users and members of Customer's in house support deskTyler Software; and (c) distribute rent, lease, lend, or provide commercial hosting services with the CityFind software Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to Customer End Users and members of Customer's in house support deskthird parties. 3.2 Subject 1.4 The license terms in this Agreement apply to the terms updates and conditions herein, Concentric hereby grants enhancements we may provide to you or make available to you through your Maintenance and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)Support Agreement. 3.3 Customer's license 1.5 The right to use transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.6 Where applicable with respect to our applications that take or process card payment data, we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and any other third party softwaretransmitting of the cardholder data and affirm that, if Customer had elected as of the Effective Date, we comply with applicable requirements to obtain such software from Concentric, is as set forth be considered PCI DSS compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the license agreement accompanying such softwareform of an official Attestation of Compliance, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇/about-us/compliance, and in the event of any change in our status, will comply with applicable notice requirements. 3.4 Customer agrees 1.7 We reserve all rights not expressly granted to alteryou in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricViewcopyright, and all related technical know-how and other intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliers. Customer shall not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinkDocumentation. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: License and Services Agreement

License Grant and Restrictions. 3.1 Subject to 1.1 For so long as the terms and conditions herein, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license to: (a) use the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind software; (b) reproduce, without change, only that quantity of the CityFind software necessary for Customer End Users and members of Customer's in house support desk; and (c) distribute the CityFind software to Customer End Users and members of Customer's in house support desk. 3.2 Subject to the terms and conditions herein, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s). 3.3 Customer's license to use the NT Server software and/or RADIUS Server software, and any other third party software, if Customer had elected to obtain such software from Concentric, is then-current subscription fees are timely paid as set forth in the Investment Summary and Invoicing and Payment Policy, we grant a license agreement accompanying to you and/or your Authorized User(s) to use the Tyler Software to process Authorized Disputes (the “Permitted Purposes”). The Tyler Software will be made available through a website located at a URL that we will provide you, which URL we may change from time to time upon no less than ten (10) days’ notice to you. You may be provided access to an additional copy of the Tyler Software for testing purposes, so long as such softwarecopy is not used in production and the testing is for internal use only, and so long as such copy is destroyed when payment on subscription fees is suspended. The license to use the Tyler Software is coterminous with the duration of subscription fee payments, but may be revoked if you and/or your Authorized Users do not comply with the terms of this Agreement. 3.4 Customer agrees not 1.2 The Documentation is licensed to alter, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer you and may be used and copied by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, deyou and/or your Authorized Users for non-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricView, and all related technical know-how and intellectual property rights therein and in the Concentric Network and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliers. Customer shall not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinkcommercial reference purposes only. 3.5 Customer shall use commercially reasonable efforts to1.3 You and/or your Authorized Users may not: (a) enforce each end user license agreement for CityFind with each Customer End Usertransfer or assign the Tyler Software to a third party; (b) require reverse engineer, decompile, or disassemble the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment)Tyler Software; and (c) cooperate rent, lease, lend, or provide commercial hosting services with Concentric the Tyler Software; (d) publish or otherwise disclose the Tyler Software or Documentation to prevent third parties; or stop (e) attempt to interfere with or disrupt the unauthorized useTyler Software or gain access to any systems or networks that connect thereto, reproduction except as required to access the Tyler Software. 1.4 The license terms in this Agreement apply to updates and enhancements we may provide to you or distribution make available to you under the Maintenance and Support Terms. 1.5 We reserve all rights not expressly granted to you in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, copyright, and other intellectual property rights in the Tyler Software and the Documentation. The Tyler Software is licensed, not sold. 1.6 We do not own, or have any rights in or to any Case Data and Configuration Data. To the extent you have provided that data to us, you grant us a limited, royalty free, revocable license to use that Case Data and/or Configuration Data for the term of this Agreement, but only so long as such use relates to our performance under this Agreement and subject to the confidentiality provisions set forth below. We own all Usage Data. Upon the County’s written consent, Tyler shall provide the Pew Charitable Trust with certain Case Data reports, not to include any personal information of the CityFind softwareAuthorized Users. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: Subscription License and Services Agreement

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. 1.2 The Documentation is licensed to you and conditions hereinmay be used and copied by your employees for internal, Concentric hereby grants and Customer hereby accepts a nonexclusive, nontransferable license tonon‐ commercial reference purposes only. 1.3 You may not: (a) use transfer or assign the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind softwareTyler Software to a third party; (b) reproducereverse engineer, without changedecompile, only that quantity of or disassemble the CityFind software necessary for Customer End Users and members of Customer's in house support deskTyler Software; and (c) distribute rent, lease, lend, or provide commercial hosting services with the CityFind software Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to Customer End Users and members of Customer's in house support deskthird parties. 3.2 Subject 1.4 The license terms in this Agreement apply to the terms updates and conditions herein, Concentric hereby grants enhancements we may provide to you or make available to you through your Maintenance and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)Support Agreement. 3.3 Customer's license 1.5 The right to use transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.6 Where applicable with respect to our applications that take or process card payment data, we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and any other third party softwaretransmitting of the cardholder data and affirm that, if Customer had elected as of the Effective Date, we comply with applicable requirements to obtain such software from Concentric, is as set forth be considered PCI DSS compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the license agreement accompanying such softwareform of an official Attestation of Compliance, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇/about‐us/compliance, and in the event of any change in our status, will comply with applicable notice requirements. 3.4 Customer agrees 1.7 We reserve all rights not expressly granted to alteryou in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricViewcopyright, and all related technical know-how and other intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliersDocumentation. Customer shall The Tyler Software is licensed, not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinksold. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: License and Services Agreement

License Grant and Restrictions. 3.1 Subject 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. With respect to the “Energov” labeled modules, such use shall be limited to the number of Defined Named Users, as defined herein. You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. 1.2 The Documentation is licensed to you and may be used and copied by your employees for internal, non-commercial reference purposes only. Client’s consultants, contractors, and business partners may access the Tyler Software under the Client’s direction to the extent required for them to provide services to the Client. Any such use by, or disclosure to, said third parties is strictly subject to the terms and conditions herein, Concentric hereby grants of this Agreement. Client shall be liable for any failure of a third party gaining access to the Tyler Software or Documentation to abide by the terms and Customer hereby accepts a nonexclusive, nontransferable license toconditions of this Agreement. 1.3 You may not: (a) use transfer or assign the CityFind software in accordance with the license grant contained in the end user license agreement that accompanies the CityFind softwareTyler Software to a third party; (b) reproducereverse engineer, without changedecompile, only that quantity of or disassemble the CityFind software necessary for Customer End Users and members of Customer's in house support deskTyler Software; and (c) distribute rent, lease, lend, or provide commercial hosting services with the CityFind software Tyler Software; or (d) publish or otherwise disclose the Tyler Software or Documentation to Customer End Users and members of Customer's third parties, except to the extent expressly authorized in house support deskthis Agreement. 3.2 Subject 1.4 The license terms in this Agreement apply to the terms updates and conditions herein, Concentric hereby grants enhancements we may provide to you or make available to you through your Maintenance and Customer hereby accepts a nonexclusive, nontransferable license to access the server(s) on the Concentric Network containing ConcentricView and use ConcentricView solely for Customer's internal use in monitoring Customer End User usage by members of Customer's in house support desk and network system administrator(s)Support Agreement. 3.3 Customer's license 1.5 The right to use transfer the NT Server software and/or RADIUS Server softwareTyler Software to a replacement hardware system is included in your license. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.6 We reserve all rights not expressly granted to you in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, copyright, and any other third party software, if Customer had elected to obtain such software from Concentric, is as set forth in the license agreement accompanying such software. 3.4 Customer agrees not to alter, amend, remove or disable any proprietary notice, legend or license agreement contained in or on any software provided to Customer by Concentric. Customer agrees not to reproduce (except as expressly permitted herein), modify, translate, transform, de-compile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the executable code of, the CityFind or to permit or authorize a third party to do so. Title to the CityFind software, ConcentricView, and all related technical know-how and intellectual property rights therein and in the Concentric Network Tyler Software and Concentric RemoteLink are and shall remain the exclusive property of Concentric and/or its suppliersDocumentation. Customer shall The Tyler Software is licensed, not take any action to jeopardize, limit or interfere in any manner with Concentric and its suppliers' ownership of and rights with respect to the CityFind software, ConcentricView, the Concentric Network and Concentric RemoteLinksold. 3.5 Customer shall use commercially reasonable efforts to: (a) enforce each end user license agreement for CityFind with each Customer End User; (b) require the return or destruction of the CityFind software from a Customer End User when no longer authorized by Customer to use Concentric RemoteLink (e.g. employee leaves Customer's employment, consultant completes assignment); and (c) cooperate with Concentric to prevent or stop the unauthorized use, reproduction or distribution of the CityFind software. 3.6 Customer shall fully comply with all then current applicable laws, rules and regulations relating to the export of technical data, including, but not limited to any regulations of the United States Office of Export Administration and other applicable governmental agencies. Customer hereby assures Concentric that it will not export directly or indirectly (including via remote access, FTP or other means) any part of CityFind or technical data to any country for which a validated license is required under US law without first obtaining a validated license.

Appears in 1 contract

Sources: License and Services Agreement