License – Memory Anchor Vision

  • by

Licensing of Memory Anchor Vision Technology

  1. Grant of License: Subject to the terms and conditions of this Agreement, Memory Anchor (“Licensor”) hereby grants to the Customer (“Licensee”) a non-exclusive, non-transferable, revocable license to use the Memory Anchor Vision technology (“Technology”) for the duration of one (1) year from the effective date of this Agreement.
  2. License Fee: In consideration for the license granted herein, the Licensee shall pay to the Licensor an annual license fee, the amount of which shall be specified in the Service Order or as otherwise mutually agreed upon in writing. The annual license fee shall be due and payable in full upon the commencement of each annual term.
  3. Renewal: This license shall automatically renew for successive one (1) year terms unless either party provides written notice of its intention not to renew at least thirty (30) days prior to the expiration of the then-current term.
  4. Late Payment: Any late payment of the annual license fee shall accrue interest at a rate of [10%] per month, or the maximum rate permitted by law, whichever is less, from the due date until paid in full.
  5. Termination: Failure to pay the annual license fee within [60 days] of the due date shall be deemed a material breach of this Agreement, entitling the Licensor to terminate this license without further notice.
  6. Restrictions: The Licensee shall not sublicense, sell, lease, rent, or otherwise transfer the Technology to any third party without the express written consent of the Licensor. The Licensee shall not reverse engineer, decompile, or disassemble the Technology.
  7. Proprietary Rights: All rights, title, and interest in and to the Technology, including any updates, enhancements, and modifications thereto, shall remain with the Licensor. The Licensee acknowledges and agrees that it does not acquire any rights in the Technology, other than the rights expressly granted under this Agreement.