Supplier Intellectual Property. (a) Where the Supplier uses any Supplier Intellectual Property in connection with the provision of the Services and/or creation of the Deliverables by the Supplier, the Supplier shall secure or grant to HSBC (without charge to HSBC and for the benefit of HSBC and Authorised Users, including Service Recipients), a perpetual, non-exclusive, royalty-free licence of such Supplier Intellectual Property. (b) Subject to clause 18.3(a) where HSBC wishes to procure any Standalone Content from the Supplier, the parties shall agree the Charges applicable to such Standalone Content in a Service Order and the Supplier shall secure or grant to HSBC (for a fee no higher than RESTRICTED – Further Amended and Restated Global Outsourcing Services Agreement 42 HSBC Global Services (UK) Limited/GP Strategies Limited Further Amended and Restated Global Outsourcing Services Agreement ¨ 2018 generally charged by the Supplier to its other customers and for the benefit of HSBC and its Authorised Users, including Service Recipients), a perpetual, non-exclusive, royalty-free licence of such Standalone Content. For clarity any Supplier Intellectual Property in respect of which any Design Services have been provided shall not be considered Standalone Content (and the provisions of clause 18.3(a) shall therefore apply), save only where the only Services provided are to implement Minor Adjustments to such Standalone Content.
Appears in 2 contracts
Sources: Global Learning Services Agreement (Gp Strategies Corp), Amended and Restated Agreement (Gp Strategies Corp)