Orange County NC Website
Browse       Search
CHMURA MASTER LICENSE AGREEMENT <br />This Master License Agreement, together with any Order Form (as defined below) (this <br />“Agreement”) governs your use of Chmura Intellectual Property (as defined below) and is effective <br />as of the date of the Order Form (the “Effective Date”). This Agreement is made by and between <br />Chmura Economics & Analytics, LLC, a Virginia limited liability company located at 1309 East <br />Cary Street, Richmond, VA 23219 ("Chmura"), and you or the organization that you represent or <br />for which you are using the Chmura Intellectual Property ("Client"). <br />PLEASE READ ALL OF THE FOLLOWING TERMS AND CONDITIONS BEFORE USING <br />THE CHMURA INTELLECTUAL PROPERTY. BY USING THE CHMURA INTELLECTUAL <br />PROPERTY OR BY SIGNING AN ORDER FORM, YOU EXPRESSLY AGREE TO THE <br />TERMS AND CONDITIONS OF THIS AGREEMENT. <br />Recitals: <br />Whereas, Client desires to obtain from Chmura, and Chmura is willing to grant to Client, on the <br />terms and conditions set forth herein, a license to certain Products (as defined below) as specified <br />on one or more order forms purchase receipts, or other documentation that relates to ordering, <br />purchasing, or using any Chmura products or services and that incorporate this Master License <br />Agreement by reference (each an "Order Form"). <br />Now, Therefore, in consideration of the mutual promises and covenants set forth herein, the <br />receipt and sufficiency of which is hereby acknowledged, Chmura and Client hereby agree as <br />follows: <br />1. Definitions. <br />(a) “Affiliate” of an entity means any entity which, directly or indirectly, controls, is <br />controlled by or is under common control with such entity, where control means the ability to <br />direct the affairs of an entity through ownership of voting interest, contract rights or otherwise. <br />(b) “API Feeds” means the API feeds of Chmura Data which Client may use if <br />included in an Order Form by using an API key provided by Chmura. <br />(c) “Chmura Data” means Chmura's proprietary data provided to Client in any <br />manner. <br />(d) “Chmura Intellectual Property” means: (i) the Chmura Software; (ii) the Chmura <br />Data; (iii) the Reports; (iv) the API Feeds; (v) the Documentation; (vi) all Derivative Works of the <br />foregoing; and (vii) and all patents, copyrights, trade secret rights and other intellectual property <br />rights now or hereafter in existence with respect to the foregoing (i) — (vi), in any part of the <br />world. <br />(e) “Chmura Software” means: (i) Chmura's proprietary, online JobsEQ® workforce <br />and economic management software, located at www.JobsEQ.com;, (ii) Chmura's proprietary, <br />online Career ConcourseTM platform; and (iii) modeling tools, analytics tools, or other tools or <br />features, and all datasets relating to or included in the foregoing. <br />DocuSign Envelope ID: A7B8C585-8C5D-44A8-9CAE-91844CA6A48A