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(b)TNS hereby grants to Customer a personal, <br /> (i) Customer represents and warrants that: (i)the nonexclusive,nontransferable license during the <br /> full legal name of the legal entity intended to receive Term to use,in object code form,all software, <br /> the benefits and Services under this Agreement is manuals and other documentation("Licensed <br /> accurately set forth herein;(ii)the person signing this Material")which may be furnished to Customer <br /> Agreement has been duly authorized to execute this under this Agreement;provided such license shall <br /> Agreement on Customer's behalf;and(iii)the automatically terminate upon expiration or <br /> execution hereof is not in conflict with any law, termination of this Agreement. This license is <br /> Customer's charter or bylaws,or any agreement to limited to use in the United States and may not be <br /> which the Customer is bound. TNS may act in transferred or sublicensed in any way. Customer <br /> reliance upon any instruction,instrument,or agrees to use its best efforts to ensure that its <br /> signature reasonably believed by TNS to be genuine. employees and users of all Licensed Material <br /> TNS may assume that any employee of Customer hereunder comply with the terms and conditions set <br /> who gives any written notice,signs any order form or out in this Agreement. Customer also agrees to <br /> provides any other instruction in connection with this refrain from taking any steps,such as reverse <br /> Agreement has the authority to do so. assembly or reverse compilation,to derive a source <br /> code equivalent to the software. All Licensed <br /> (j) Customer agrees that neither it nor its Material furnished to Customer under this Agreement <br /> customers may access or utilize the Services using a shall be used by Customer only to support <br /> payphone or payphone line. In the event Customer or Customer's use of the Services,shall not,without <br /> one of its customers accesses the Services using a TNS' prior written consent,be reproduced or copied <br /> payphone or payphone line,Customer shall be in whole or in part,shall not be removed from the <br /> responsible for and pay any compensation,charges or United States,and shall be returned to TNS at the <br /> other fees imposed on calls made from or using a conclusion of the term of this Agreement. <br /> payphone or payphone line,including without <br /> limitation any Regulatory Charges. (c) TNS shall defend,indemnify,and hold <br /> Customer harmless,at the expense of TNS,against <br /> 6. Intellectual Property/License. any claims,actions or suits brought against Customer <br /> based on a claim of infringement of any United States <br /> (a)As between Customer and TNS,Customer patent or copyright arising out of use by Customer of <br /> acknowledges that all Intellectual Property Rights the Services and/or the Licensed Material. TNS shall <br /> (defined below)in the Services belong to and shall pay all costs,damages and expenses(including <br /> belong to TNS and except as set forth in Section 6(b) reasonable outside counsel attorneys' fees)in any <br /> below or in an applicable Attachment,Customer shall such suit,provided that(i)Customer provides prompt <br /> have no rights therein or thereto. "Intellectual notice of any such claim, action or suit to TNS;(ii) <br /> Property Rights"means all intellectual property and TNS shall have total control of the defense of the <br /> rights to that properly subsisting in any part of the claim,action or suit;and(iii)Customer reasonably <br /> world,whether or not registered,including all rights cooperates in any such defense as reasonably <br /> conferred by statute,common law or in equity in requested by TNS. If a final injunction is obtained <br /> relation to: (i)inventions,patents and discoveries against TNS prohibiting the use by Customer of the <br /> whether or not registered and improvements of Services and/or the Licensed Material due to <br /> products,technology,processes,methods or infringement of a United States patent or copyright, <br /> techniques;(ii)copyright(including future copyright) TNS will, at its option,either(i)procure the right for <br /> throughout the world in all literary works,artistic the Customer to continue using the Services and/or <br /> works,computer software,and any other works or the Licensed Material,or(ii)direct Customer to <br /> subject matter in which copyright subsists and may in return any TNS materials in its possession relating to <br /> the future subsist;(iii)confidential information,trade the infringing Services and/or Licensed Material at <br /> secrets,technical data and know-how;(iv)designs, the expense of TNS. In the case of(ii),Customer <br /> trade and service marks,business names,trade names will have the right to terminate this Agreement,and <br /> and logos;(v)any business name registration, TNS will repay to Customer any charges paid to TNS <br /> domain name registration or social media account; in advance,prorated to the date of termination. <br /> (vi)any other rights resulting from an intellectual Notwithstanding the above,TNS will have no <br /> activity in the industrial,commercial,scientific, obligation under this Paragraph 6(c)to the extent <br /> literary or artistic fields which subsist or may that: (1)any infringement is caused or contributed to <br /> hereafter subsist;and(vii)any application or right to by Customer,(2)Customer has combined,operated <br /> apply for registration of any of the above. or used services,equipment or software not <br /> contemplated by this Agreement or any Attachment <br /> 4 <br />