Common use of Termination of Licences Clause in Contracts

Termination of Licences. Subject to Clause 33.3 (Licence Granted by the Supplier: Supplier Background IPR), all licences granted pursuant to Clause 33 (Intellectual Property Rights) (other than those granted pursuant to Clause 33.6 (Third Party IPR) and 33.7 (Licence Granted by the Contracting Authority) shall survive the Call Off Expiry Date. The Supplier shall, if requested by the Contracting Authority in accordance with Call Off Schedule 9 (Exit Management), grant (or procure the grant) to the Replacement Supplier of a licence to use any Supplier Background IPR and/or Third Party IPR on terms equivalent to those set out in Clause 33.3 (Licence Granted by the Supplier: Supplier Background IPR) subject to the Replacement Supplier entering into reasonable confidentiality undertakings with the Supplier. The licence granted pursuant to Clause 33.7 (Licence Granted by the Contracting Authority ) and any sub-licence granted by the Supplier in accordance with Clause 33.7.1 (Licence Granted by the Contracting Authority) shall terminate automatically on the Call Off Expiry Date and the Supplier shall: immediately cease all use of the Contracting Authority Background IPR and the Contracting Authority Data (as the case may be); at the discretion of the Contracting Authority, return or destroy documents and other tangible materials that contain any of the Contracting Authority Background IPR and the Contracting Authority Data, provided that if the Contracting Authority has not made an election within six months of the termination of the licence, the Supplier may destroy the documents and other tangible materials that contain any of the Contracting Authority Background IPR and the Contracting Authority Data (as the case may be); and ensure, so far as reasonably practicable, that any Contracting Authority Background IPR and Contracting Authority Data that are held in electronic, digital or other machine-readable form ceases to be readily accessible from any computer, word processor, voicemail system or any other device of the Supplier containing such Contracting Authority Background IPR and/or Contracting Authority Data.

Appears in 1 contract

Sources: Framework Agreement

Termination of Licences. Subject to Clause 33.3 (Licence Granted by the Supplier: Supplier Background IPR), all licences granted pursuant to Clause 33 33. (Intellectual Property Rights) (other than those granted pursuant to Clause 33.6 (Third Party IPR) and 33.7 (Licence Granted by the Contracting Authority) shall survive the Call Off Expiry Date. The Supplier shall, if requested by the Contracting Authority in accordance with Call Off Schedule 9 (Exit Management), grant (or procure the grant) to the Replacement Supplier of a licence to use any Supplier Background IPR and/or Third Party IPR on terms equivalent to those set out in Clause 33.3 (Licence Granted by the Supplier: Supplier Background IPR) subject to the Replacement Supplier entering into reasonable confidentiality undertakings with the Supplier. The licence granted pursuant to Clause 33.7 (Licence Granted by the Contracting Authority ) and any sub-licence granted by the Supplier in accordance with Clause 33.7.1 (Licence Granted by the Contracting Authority) shall terminate automatically on the Call Off Expiry Date and the Supplier shall: immediately cease all use of the Contracting Authority Background IPR and the Contracting Authority Data (as the case may be); at the discretion of the Contracting Authority, return or destroy documents and other tangible materials that contain any of the Contracting Authority Background IPR and the Contracting Authority Data, provided that if the Contracting Authority has not made an election within six months of the termination of the licence, the Supplier may destroy the documents and other tangible materials that contain any of the Contracting Authority Background IPR and the Contracting Authority Data (as the case may be); and ensure, so far as reasonably practicable, that any Contracting Authority Background IPR and Contracting Authority Data that are held in electronic, digital or other machine-readable form ceases to be readily accessible from any computer, word processor, voicemail system or any other device of the Supplier containing such Contracting Authority Background IPR and/or Contracting Authority Data.

Appears in 1 contract

Sources: Framework Agreement