Sprint - Nextel 2015 Annual Report Download - page 266

than if the Customer exercises any option to purchase the Device under such Customer Lease as permitted thereby;
(iv) reserved;
(v) such Lessee has all material licenses and authorizations necessary in connection with such Lessee’s
subleasing of the Devices to the Customers pursuant to the Customer Leases; and
(vi) the Customer Leases will be administered in accordance with this Agreement and the Servicing
Agreement.
SECTION 2.5 Software and Other Rights
(a) The Devices may contain software in which none of the parties hereto have ownership or other proprietary rights.
Where required by a software owner or manufacturer, the relevant Lessee will enter into a license or other agreement for the use of
the software. Any such agreement will be separate and distinct from each Device Lease, and Lessor will have no rights or
obligations thereunder unless otherwise agreed by it in writing. To the extent that Lessor is the owner or has rights in software
related to the Devices and such rights are transferable by Lessor, Lessor hereby grants to Lessees such rights that Lessor has (if any)
to use such software during the Term of the applicable Device Lease. No separate license fee is payable by Lessees to Lessor in
relation to such software. Lessee acknowledges that Lessor has made no representation or warranty to Lessees as to Lessor’s title to
or ability to grant rights to Lessees for any software available on any Device.
SECTION 2.6 Approved Devices
(a) Lessor and Lessees acknowledge and agree that a full list of Approved Devices as at the date hereof is set out on
Schedule 3 ( ScheduleofApprovedDevices) to this Agreement (“ Schedule of Approved Devices ”).
(b) Lessor shall be entitled at any time to amend or replace, the Schedule of Approved Devices without Lessee’s consent in
order to add additional Devices of a new Type to such Approved Schedule and/or remove Devices from the Schedule of Approved
Devices.
(c) Upon any amendment or replacement of the Schedule of Approved Devices in accordance with Section 2.6(b) (
ApprovedDevices )Lessor shall provide Lessees with a new Schedule of Approved Devices (in the form set out in Schedule 3 (
ScheduleofApprovedDevices)). The Approved Devices for the purposes of any Device Lease entered into pursuant to Section 2.1 (
Agreement to Lease) following such amendment or replacement shall be the Devices listed on such new Schedule of Approved
Devices and such new Schedule of Approved Devices shall replace all previous schedules.
(d) For the avoidance of doubt, any amendment or replacement of the Schedule of Approved Devices shall not, however,
affect any Device Leases which are in place prior to Lessor providing the new Schedule of Approved Devices to Lessees.
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