Transferred Software Clause Samples
The 'Transferred Software' clause defines which software products, components, or code are being transferred from one party to another under the agreement. It typically specifies the scope of the software included, such as versions, modules, or related documentation, and may outline any limitations or exclusions. This clause ensures both parties have a clear understanding of exactly what software is being conveyed, thereby preventing disputes over ownership or usage rights after the transfer.
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Transferred Software. All rights to the tangible embodiments of the software products, tools and scripts listed on Schedule 1.1(a); all Versions thereof; all full or partial copies of any thereof, including all backup or archival copies; all routines, screens, interfaces, menus, buttons or icons comprised in the software products, tools and scripts listed on Schedule 1.1(a) or in any Versions thereof; and all code with respect to any thereof (including source code, object code or executable binary code), whether on magnetic tape, disk, semiconductor device, or any other memory device or medium, including the Common Product Elements (the “Transferred Software”).
Transferred Software. Notwithstanding anything in Sections 5.1 and 5.2, the Transferred Software and any other non-public information regarding the Intellectual Property Rights shall be deemed Confidential Information of Autodesk.
Transferred Software. (a) To the knowledge of Seller, the use of the Transferred Software in connection with the operation of the ▇▇▇▇▇ ▇▇▇▇▇ Facility does not infringe, dilute, misappropriate or otherwise violate, the Intellectual Property or other rights of any person.
(b) There are no Actions (including any oppositions, interferences or re-examinations) settled, pending or, to the knowledge of Seller, threatened (including in the form of offers to obtain a license): (i) alleging any infringement, misappropriation, dilution or violation of the Intellectual Property of any person by Seller in connection with the operation of the ▇▇▇▇▇ ▇▇▇▇▇ Facility or use of the Transferred Software or (ii) challenging Seller’s rights with respect to any Transferred Software.
Transferred Software. The Parties hereby confirm the following information of the transferred computer software (including but not limited to its computer program, source code and relevant documents) to be transferred under this Agreement (the “Transferred Software”): Full name of the software: MilesUp CLP System Abbreviation of name of the software: MilesUp CLP System Version: V1.0 Registration No.: 2009SR055794 Registration Certificate No.: ▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇ Di 0182793 Hao Acquisition of the Rights: Transfer Scope of the Right: All Rights
Transferred Software. Section 2.01(a)(i)...
Transferred Software. If Client transfers Software in accordance with the Agreement, TR may require Client to contract separately for Software Support at such location to the extent TR (or the relevant TR Affiliate) is able to provide it there. If TR is unable to do so, TR may terminate Software Support with respect to the transferred Software. 7.4. П ереданное Программное обеспечение. Если ▇▇▇▇▇▇ осуществляет передачу Программного обеспечения в соответствии с Соглашением, TR может потребовать, чтобы ▇▇▇▇▇▇ заключил отдельный договор на Поддержку Программного обеспечения в соответствующем месте и с учетом возможности TR (или соответствующего Аффилированного лица) предоставить такую поддержку. Если TR оказывается не в состоянии сделать это, TR может прекратить предоставление Поддержки переданного Программного обеспечения.
Transferred Software. Schedule 1.1.42 Transferred Trademarks
Transferred Software. Transferred Software" means one master copy of the source code and all copies of the object code of the 1) First Article Inspection Program, which uses scanner technology (FA.EXE); 2) First Article "Heads-Up" Program (FA900.EXE); 3) Bitmap Comparison Program, which uses scanner technology (BC.EXE); 4) Model 0900 Repair Inspection "Heads-Up" Program (CAR900.EXE), and 5) CAD Conversion Program, including other software as set forth in Exhibit D hereto.
Transferred Software. Schedule 2.13 sets forth a list of the Software owned by Seller that will be transferred to Buyer at closing and which is referred to in this Agreement as Transferred Software, subject to the exceptions and limitations contained in Schedule 2.13.
Transferred Software. Notwithstanding anything to the contrary, Seller shall have no obligation or liability with respect to any Damages or Third Party Claims to the extent they arise from or as a result of, or are connected with: (i) any use or other exploitation of the Transferred Software by or on behalf of Buyer outside of the Buyer Exclusive Field (as defined in the Software License Agreement), (ii) any modification to the Transferred Software made by or on behalf of Buyer to the extent such Damages or Third Party Claims arose due to such modifications, or (iii) any combination of the Transferred Software by or on behalf of Buyer with any product, technology, information, data, goods, services, or other materials (except if such combination was a combination by Buyer with the same type of product, technology, information, data, goods, services or other materials that Seller had combined Transferred Software with prior to the Effective Date (as defined in the Software License Agreement)).