This Agreement dated as of April 1, 1999 ( “Effective Date” ), between International Business Machines Corporation, a New York corporati
Highway, Boulder, Colorado 80301 ( “Buyer” ) and Pacific Decision Sciences Corporation, a California corporation, having a place of busin
Ana, California 92705 ( “Supplier” ), establishes the basis for a multinational procurement relationship under which Supplier will provide B
SOWs issued under this Agreement.
“Affiliates” means entities that control, are controlled by, or are under common control with a party to this Agreement.
“Agreement” means this agreement and any relevant statements of Work ( “SOW” ), Work Authorizations ( “WA” ), Participation Attach
appendices specifically referenced in this Agreement.
“Appearance Design” means the appearance presented by an object, formed in hardware or by software, that creates a visual impression o
ornamental and not the functional aspects of the object.
“Buyer” means either IBM or one of its Affiliates which has signed a PA.
“Buyer Personnel” means agents, employees or contractors engaged by Buyer.
“Code” means computer programming code, including both “Object Code” (computer programming code substantially in binary form that i
processing, but without compilation, or assembly) and “Source Code” (computer programming code that may be displayed in a form reada
ordinary skill, excluding Object Code).
“Deliverable” means any item that Supplier prepares for or provides to Buyer as described in a SOW, Deliverables include Developed Wor
“Derivative Work” means a work that is based on an underlying work and that would be a copyright infringement if prepared without the a
“Developed Works” means Deliverables including their Externals, developed in the performance of this Agreement that Buyer will own, an
Materials, Tools, or items specifically excluded in a SOW.
“Enhancements” means changes or additions, other than Error Corrections, to the Licensed Work. If an