License Grant to Sprint for Proprietary Information and Materials. (a) Embarq hereby grants, and will cause each Embarq Group member that owns Embarq Proprietary Information or Embarq Materials licensed by this Section to grant to each Sprint Group member a non-exclusive, fully paid-up, worldwide, perpetual and irrevocable license: (i) to use and disclose any Embarq Proprietary Information that, as of the Distribution Date: (1) is in use to provide or support operations of any Sprint Group member; (2) is in the possession of any Sprint Group member and is either reasonably required for the business of any Sprint Group member as conducted on the Distribution Date or identified for future use by a Sprint Group member in a written development plan of the Sprint Group existing on the Distribution Date; or (3) is being developed Primarily for any Sprint Group member but is not in use by any Sprint Group member; and (ii) to reproduce, distribute, publicly perform, display, prepare Derivative Works, and transmit any Embarq Materials that, as of the Distribution Date: (1) are in use to provide or support operations of any Sprint Group member; (2) are in the possession of any Sprint Group member and is either required for the business of any Sprint Group member as conducted on the Distribution Date or required by a written development of the Sprint Group existing on the Distribution Date; or (3) are being developed Primarily for any Sprint Group member but is not in use by any Sprint Group member. (b) Sprint and members of the Sprint Group have no right to sublicense under the grant of Section 3.03(a) except to: (i) any Person who becomes a Sprint Group member; (ii) a Person who is a Sprint Collaborator (but then only for so long as the collaborator relationship continues); (iii) a Person who is licensed for the sole purpose of providing goods or services to members of the Sprint Group and to Sprint Collaborators (but then only for so long as the Collaborator relationship continues); or (iv) a Person who is a client or customer of a Sprint Group member to the extent necessary for the Person to use goods or services provided by a Sprint Group member.
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Sources: Software and Proprietary Information Agreement (Embarq CORP), Software and Proprietary Information Agreement (Embarq CORP)