Escali 4.4 manual Title to Intellectual Property Rights, Transfer

related to, referring to or caused by SCALI SOFTWARE, then the LICENSEE shall pay SCALI’s standard commercial time rates for all off-site and eventually any on-site services provided plus actual travel and per diem expenses relating to such services.

IV GENERAL TERMS

Fees for SCALI Software License and SCALI SOFTWARE MAINTENANCE AND SUPPORT SERVICES

Fees for the SCALI SOFTWARE, License and SCALI SOFTWARE MAINTENANCE AND SUPPORT SERVICES to be paid by the LICENSEE to SCALI under this CERTIFICATE are determined based on the current Scali Product Price List from time to time

Any requests for services or problems reported to SCALI, which in the opinion of SCALI are clearly defined as professional services not included in the payment made under the scope of this CERTIFICATE, including but not limited to;

-on-Site support;

-“tuning” and machine optimization;

-problems related to Hardware and Software not delivered by SCALI;

-backup Processing;

-installation of any software, including newer releases;

-consultancy and Training;

-DISTRIBUTED SOFTWARE;

shall be at SCALI’s then prevailing prices, policies (several support levels, hereunder fees referring thereto, may be offered by SCALI), terms and conditions for such services. SCALI will, however, advise the LICENSEE of any such requests and obtain an official company order from the LICENSEE before executing the said request.

Any out of pocket expenses directly relating to the services rendered, and not included in the payment made under the scope of this CERTIFICATE, such as;

-travel and accommodation;

-per diem allowances as per Norwegian travel regulations;

-Internet connection fees; and

-cost of Internet access

shall be paid in addition to the total purchase price for this CERTIFICATE, and payable by the LICENSEE within their normal accepted terms with SCALI upon presentation of an invoice, which shall be at the value incurred and without any form of mark-up. The LICENSEE undertakes to arrange and cover all accommodation requirements that arise out of, or in conjunction with, this CERTIFICATE.

Title to INTELLECTUAL PROPERTY RIGHTS

SCALI, or any part identified as such by SCALI, is the sole proprietor and holds all powers, hereunder but not limited to exploit, use, make any changes and amendments of all INTELLECTUAL PROPERTY RIGHTS, related to the SCALI SOFTWARE, or its parts, and any new version, hereunder but not limited to REVISION, BUG FIX or NEW RELEASES of the SCALI SOFTWARE or its parts, as well as to all other INTELLECTUAL PROPERTY RIGHTS resulting from the co-operation within the frame of this CERTIFICATE.

The LICENSEE hereby declares to respect title to INTELLECTUAL PROPERTY RIGHTS as set out above also after the expiration, termination or transfer of this CERTIFICATE, independent of the cause for such expiration, termination or transfer.

Transfer

SCALI may transfer this CERTIFICATE to any third party. The LICENSEE may transfer this CERTIFICATE to a third party, upon the Transferee’s written acceptance in advance of being

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