Win 8 Upgrade Dilemma

b2s

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I have two systems.
My current system-Core i7 system with win 7 pro x64(Got the key from my cousin who gets such kinda stuff at his workplace for free from his company)
The other system-Intel core 2 duo with unactivated win xp pro 32 bit.This machine is just a download machine running 24x7.I had bought Vista HP x86 with this machine(OEM), but currently is not installed in it for obvious reasons.
Now I plan to upgrade my i7 system to Win 8 pro by paying 39.99$.
I read somewhere that we need proof of purchase for the upgrade offer. As I haven't purchased the win 7, will I be entitled to this offer?If not, I'll install win vista in my Core2 Duo system again(for the condition that pc must have a valid upgradeable OS), show my proof of purchase(I have the OEM box,with sticker and key) I'll buy the key.
Can I use that key and Win8 Pro boot media(which I'll obviously create whilst installation on Core 2 duo) for a clean installation over win 7 system? Ofcourse, I wont be installing the win8 Pro on my core2 Duo system..
 

My Computer

System One

  • OS
    Win 7
    CPU
    Core i7 2600k
    Motherboard
    Asus Z69 V pro
    Memory
    4 GB DDR3
    Graphics Card(s)
    8800 GTS 512
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