Common use of CLIENT’S RIGHTS AND OBLIGATIONS Clause in Contracts

CLIENT’S RIGHTS AND OBLIGATIONS. 1.1 Subject to the terms and conditions of the Agreement, Accenture hereby grants to Client a non-exclusive, non-transferable right during the term of the applicable Service Order to permit its Authorized Users to access and use the SaaS Services by means of a web application, for the Permitted Purpose only. 1.2 Client agrees that it shall not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit the SaaS Services by making them available for access or use by any third party (except Authorized Users), including by means of operating a service bureau, outsourcing or time-sharing service. 1.3 Client shall be solely responsible for (i) determining the suitability of the SaaS Services for its purposes and those of its Authorized Users and (ii) ensuring that Client’s or its Authorized Users’ use of the SaaS Services shall not exceed any restrictions contained in the Agreement. In particular, the Client shall ensure that (i) the maximum number of Authorized Users that it authorises to access and use the SaaS Services shall not exceed the number of user subscriptions it has purchased from time to time as set out in a Service Order, and (ii) it will not allow or suffer any user account to be used by more than one individual Authorized User unless it has been reassigned in its entirety to another individual Authorized User, in which case the prior Authorized User shall no longer have any right to access or use the SaaS Services. 1.4 Client is responsible for all use of the SaaS Services by those who have access to them through Client’s credential, and for ensuring that its Authorized Users do not circumvent or disclose any usernames, passwords or other access credentials or authentication details, or interfere with or disrupt any other security control of the SaaS Services. Furthermore, Client will ensure that each Authorized User shall keep a secure password for their use of the SaaS Services. 1.5 Client shall maintain commercially reasonable security standards for its and its Authorized Users’ use of the SaaS Services. Specifically, Client will use good industry practice virus protection software, and other customary procedures to screen any Client Content to avoid introducing any Virus or other malicious files or other harmful code that could disrupt the proper operation of the systems used in the provision of the SaaS Services. Client also agrees that it shall use all reasonable endeavors to ensure that its Authorized Users do not upload or distribute files that contain Viruses, or do anything else to disrupt or attempt to disrupt, the systems and networks used for the provision of the SaaS Services. If Client learns or suspects that its Authorized Users have introduced a Virus, Client will notify Accenture and cooperate in mitigating the effects of such Virus. 1.6 Client shall be solely responsible for the acts and omissions of its Authorized Users as if they were the acts and omissions of Client, and for ensuring that anyone who uses the SaaS Services does so in accordance with the terms and conditions of the Agreement. In particular, the Client agrees that it shall not, and that it shall ensure that its Authorized Users do not: (i) access or use the SaaS Services to host or transmit any content, data or information that is illegal or which infringes any third party’s rights, such as intellectual property rights or right of privacy, or which otherwise violates any applicable laws; (ii) copy, translate, make derivative works, disassemble, decompile, reverse engineer or otherwise attempt to discover the source code or underlying ideas or algorithms embodied in the software applications or other systems used for the provision of the SaaS Services (including the PaaS), unless expressly permitted under any applicable laws, or remove any titles or trademarks, copyrights or restricted rights notices in the systems, software and other materials used in the provision of SaaS Services; (iii) access or use the SaaS Services for the purpose of building competitive products or services by copying its features or user interface or by allowing a direct competitor of Accenture or the Cloud Vendor to access or use the SaaS Services, (iv) transmit or store any content, data or information that is unlawful, abusive, malicious, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy or right of publicity, hateful, or racially, ethnically or otherwise objectionable; (v) interfere with or disrupt any software or system used to provide the SaaS Services, or other equipment or networks connected to the PaaS. 1.7 Client will notify Accenture immediately if it becomes aware of any breach or threatened breach of the terms of this Section, or of any breach or threatened breach of security including any attempt by a third party to gain unauthorized access to the systems used for the provision of the SaaS Services. Client agrees that Accenture will forward such information to its Cloud Vendor. 1.8 Client acknowledges and agrees that it is responsible for obtaining and maintaining all hardware, software, communications equipment and network connections necessary to access and use the SaaS Services, as listed in the Documentation, and for paying any applicable third-party fees and charges incurred while accessing and using the SaaS Services. Client, on behalf of itself and its third party licensors, hereby grants to Accenture the right to access each of the third party applications listed in the Documentation and to retrieve data stored in or produced by such third party applications in order to provide the SaaS Services. 1.9 If any Client’s obligations are not performed, it may impact Accenture’s delivery of the SaaS Services and Accenture will have no liability with respect to its inability to deliver the SaaS Services or resulting from Client’s failure to perform any Client’s obligations.

Appears in 23 contracts

Samples: General Terms and Conditions, General Terms and Conditions, General Terms and Conditions

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CLIENT’S RIGHTS AND OBLIGATIONS. 1.1 Subject to the terms and conditions of the Agreement, Accenture hereby grants to Client a non-exclusive, non-transferable right during the term of the applicable Service Order to permit its Authorized Users to access and use the SaaS Services by means of a web application, for the Permitted Purpose only. 1.2 Client agrees that it shall not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit the SaaS Services by making them available for access or use by any third party (except Authorized Users), including by means of operating a service bureau, outsourcing or time-sharing service. 1.3 Client shall be solely responsible for (i) determining the suitability of the SaaS Services for its purposes and those of its Authorized Users and (ii) ensuring that Client’s or its Authorized Users’ use of the SaaS Services shall not exceed any restrictions contained in the Agreement. In particular, the Client shall ensure that (i) the maximum number of Authorized Users that it authorises to access and use the SaaS Services shall not exceed the number of user subscriptions it has purchased from time to time as set out in a Service Order, and (ii) it will not allow or suffer any user account to be used by more than one individual Authorized User unless it has been reassigned in its entirety to another individual Authorized User, in which case the prior Authorized User shall no longer have any right to access or use the SaaS Services. 1.4 Client is responsible for all use of the SaaS Services by those who have access to them through Client’s credential, and for ensuring that its Authorized Users do not circumvent or disclose any usernames, passwords or other access credentials or authentication details, or interfere with or disrupt any other security control of the SaaS Services. Furthermore, Client will ensure that each Authorized User shall keep a secure password for their use of the SaaS ServicesServices and such password shall be changed no less frequently than monthly. 1.5 Client shall maintain commercially reasonable security standards for its and its Authorized Users’ use of the SaaS Services. Specifically, Client will use good industry practice virus protection software, and other customary procedures to screen any Client Content to avoid introducing any Virus or other malicious files or other harmful code that could disrupt the proper operation of the systems used in the provision of the SaaS Services. Client also agrees that it shall use all reasonable endeavors to ensure that its Authorized Users do not upload or distribute files that contain Viruses, or do anything else to disrupt or attempt to disrupt, the systems and networks used for the provision of the SaaS Services. If Client learns or suspects that its Authorized Users have introduced a Virus, Client will notify Accenture and cooperate in mitigating the effects of such Virus. 1.6 Client shall be solely responsible for the acts and omissions of its Authorized Users as if they were the acts and omissions of Client, and for ensuring that anyone who uses the SaaS Services does so in accordance with the terms and conditions of the Agreement. In particular, the Client agrees that it shall not, and that it shall ensure that its Authorized Users do not: (i) access or use the SaaS Services to host or transmit any content, data or information that is illegal or which infringes any third party’s rights, such as intellectual property rights or right of privacy, or which otherwise violates any applicable laws; (ii) copy, translate, make derivative works, disassemble, decompile, reverse engineer or otherwise attempt to discover the source code or underlying ideas or algorithms embodied in the software applications or other systems used for the provision of the SaaS Services (including the PaaS), unless expressly permitted under any applicable laws, or remove any titles or trademarks, copyrights or restricted rights notices in the systems, software and other materials used in the provision of SaaS Services; (iii) access or use the SaaS Services for the purpose of building competitive products or services by copying its features or user interface or by allowing a direct competitor of Accenture or the Cloud Vendor to access or use the SaaS Services, (iv) transmit or store any content, data or information that is unlawful, abusive, malicious, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy or right of publicity, hateful, or racially, ethnically or otherwise objectionable; (v) interfere with or disrupt any software or system used to provide the SaaS Services, or other equipment or networks connected to the PaaS. 1.7 Client will notify Accenture immediately if it becomes aware of any breach or threatened breach of the terms of this Section, or of any breach or threatened breach of security including any attempt by a third party to gain unauthorized access to the systems used for the provision of the SaaS Services. Client agrees that Accenture will forward such information to its Cloud Vendor. 1.8 Client acknowledges and agrees that it is responsible for obtaining and maintaining all hardware, software, communications equipment and network connections necessary to access and use the SaaS Services, as listed in the Documentation, and for paying any applicable third-party fees and charges incurred while accessing and using the SaaS Services. Client, on behalf of itself and its third party licensors, hereby grants to Accenture the right to access each of the third party applications listed in the Documentation and to retrieve data stored in or produced by such third party applications in order to provide the SaaS Services. 1.9 If any Client’s obligations are not performed, it may impact Accenture’s delivery of the SaaS Services and Accenture will have no liability with respect to its inability to deliver the SaaS Services or resulting from Client’s failure to perform any Client’s obligations.

Appears in 8 contracts

Samples: General Terms and Conditions, General Terms and Conditions, General Terms and Conditions

CLIENT’S RIGHTS AND OBLIGATIONS. 1.1 Subject to the terms and conditions of the Agreement, Accenture hereby grants to Client a non-exclusive, non-transferable right during the term of the applicable Service Order to permit its Authorized Users to access and use the SaaS Services by means of a web application, for the Permitted Purpose only. 1.2 Client agrees that it shall not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit the SaaS Services by making them available for access or use by any third party (except Authorized Users), including by means of operating a service bureau, outsourcing or time-sharing service. 1.3 Client shall be solely responsible for (i) determining the suitability of the SaaS Services for its purposes and those of its Authorized Users and (ii) ensuring that Client’s or its Authorized Users’ use of the SaaS Services shall not exceed any restrictions contained in the Agreement. In particular, the Client shall ensure that (i) the maximum number of Authorized Users that it authorises to access and use the SaaS Services shall not exceed the number of user subscriptions it has purchased from time to time as set out in a Service Order, and (ii) it will not allow or suffer any user account to be used by more than one individual Authorized User unless it has been reassigned in its entirety to another individual Authorized User, in which case the prior Authorized User shall no longer have any right to access or use the SaaS Services. 1.4 Client is responsible for all use of the SaaS Services by those who have access to them through Client’s credential, and for ensuring that its Authorized Users do not circumvent or disclose any usernames, passwords or other access credentials or authentication details, or interfere with or disrupt any other security control of the SaaS Services. Furthermore, Client will ensure that each Authorized User shall keep a secure password for their use of the SaaS Services. 1.5 Client shall maintain commercially reasonable security standards for its and its Authorized Users’ use of the SaaS Services. Specifically, Client will use good industry practice virus protection software, and other customary procedures to screen any Client Content to avoid introducing any Virus or other malicious files or other harmful code that could disrupt the proper operation of the systems used in the provision of the SaaS Services. Client also agrees that it shall use all reasonable endeavors to ensure that its Authorized Users do not upload or distribute files that contain Viruses, or do anything else to disrupt or attempt to disrupt, the systems and networks used for the provision of the SaaS Services. If Client learns or suspects that its Authorized Users have introduced a Virus, Client will notify Accenture and cooperate in mitigating the effects of such Virus. 1.6 Client shall be solely responsible for the acts and omissions of its Authorized Users as if they were the acts and omissions of Client, and for ensuring that anyone who uses the SaaS Services does so in accordance with the terms and conditions of the Agreement. In particular, the Client agrees that it shall not, and that it shall ensure that its Authorized Users do not: (i) access or use the SaaS Services to host or transmit any content, data or information that is illegal or which infringes any third party’s rights, such as intellectual property rights or right of privacy, or which otherwise violates any applicable laws; (ii) copy, translate, make derivative works, disassemble, decompile, reverse engineer or otherwise attempt to discover the source code or underlying ideas or algorithms embodied in the software applications or other systems used for the provision of the SaaS Services (including the PaaS), unless expressly permitted under any applicable laws, or remove any titles or trademarks, copyrights or restricted rights notices in the systems, software and other materials used in the provision of SaaS Services; (iii) access or use the SaaS Services for the purpose of building competitive products or services by copying its features or user interface or by allowing a direct competitor of Accenture or the Cloud Vendor to access or use the SaaS Services, (iv) transmit or store any content, data or information that is unlawful, abusive, malicious, harassing, tortiousdelictual, defamatory, vulgar, obscene, libelous, invasive of another’s privacy or right of publicity, hateful, or racially, ethnically or otherwise objectionable; (v) interfere with or disrupt any software or system used to provide the SaaS Services, or other equipment or networks connected to the PaaS. 1.7 Client will notify Accenture immediately if it becomes aware of any breach or threatened breach of the terms of this Section, or of any breach or threatened breach of security including any attempt by a third party to gain unauthorized access to the systems used for the provision of the SaaS Services. Client agrees that Accenture will forward such information to its Cloud Vendor. 1.8 Client acknowledges and agrees that it is responsible for obtaining and maintaining all hardware, software, communications equipment and network connections necessary to access and use the SaaS Services, as listed in the Documentation, and for paying any applicable third-party fees and charges incurred while accessing and using the SaaS Services. Client, on behalf of itself and its third party licensors, hereby grants to Accenture the right to access each of the third party applications listed in the Documentation and to retrieve data stored in or produced by such third party applications in order to provide the SaaS Services. 1.9 If any Client’s obligations are not performed, it may impact Accenture’s delivery of the SaaS Services and Accenture will have no liability with respect to its inability to deliver the SaaS Services or resulting from Client’s failure to perform any Client’s obligations.

Appears in 2 contracts

Samples: Software as a Service Agreement, General Terms and Conditions

CLIENT’S RIGHTS AND OBLIGATIONS. 1.1 Subject to the terms and conditions of the Agreement, Accenture hereby grants to Client a non-non- exclusive, non-transferable right during the term of the applicable Service Order to permit its Authorized Users to access and use the SaaS Services by means of a web application, for the Permitted Purpose only. 1.2 Client agrees that it shall not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit the SaaS Services by making them available for access or use by any third party (except Authorized Users), including by means of operating a service bureau, outsourcing or time-time- sharing service. 1.3 Client shall be solely responsible for (i) determining the suitability of the SaaS Services for its purposes and those of its Authorized Users and (ii) ensuring that Client’s or its Authorized Users’ use of the SaaS Services shall not exceed any restrictions contained in the Agreement. In particular, the Client shall ensure that (i) the maximum number of Authorized Users that it authorises to access and use the SaaS Services shall not exceed the number of user subscriptions it has purchased from time to time as set out in a Service Order, and (ii) it will not allow or suffer any user account to be used by more than one individual Authorized User unless it has been reassigned in its entirety to another individual Authorized User, in which case the prior Authorized User shall no longer have any right to access or use the SaaS Services. 1.4 Client is responsible for all use of the SaaS Services by those who have access to them through Client’s credential, and for ensuring that its Authorized Users do not circumvent or disclose any usernames, passwords or other access credentials or authentication details, or interfere with or disrupt any other security control of the SaaS Services. Furthermore, Client will ensure that each Authorized User shall keep a secure password for their use of the SaaS ServicesServices and such password shall be changed no less frequently than monthly. 1.5 Client shall maintain commercially reasonable security standards for its and its Authorized Users’ use of the SaaS Services. Specifically, Client will use good industry practice virus protection software, and other customary procedures to screen any Client Content to avoid introducing any Virus or other malicious files or other harmful code that could disrupt the proper operation of the systems used in the provision of the SaaS Services. Client also agrees that it shall use all reasonable endeavors to ensure that its Authorized Users do not upload or distribute files that contain Viruses, or do anything else to disrupt or attempt to disrupt, the systems and networks used for the provision of the SaaS Services. If Client learns or suspects that its Authorized Users have introduced a Virus, Client will notify Accenture and cooperate in mitigating the effects of such Virus. 1.6 Client shall be solely responsible for the acts and omissions of its Authorized Users as if they were the acts and omissions of Client, and for ensuring that anyone who uses the SaaS Services does so in accordance with the terms and conditions of the Agreement. In particular, the Client agrees that it shall not, and that it shall ensure that its Authorized Users do not: (i) access or use the SaaS Services to host or transmit any content, data or information that is illegal or which infringes any third party’s rights, such as intellectual property rights or right of privacy, or which otherwise violates any applicable laws; (ii) copy, translate, make derivative works, disassemble, decompile, reverse engineer or otherwise attempt to discover the source code or underlying ideas or algorithms embodied in the software applications or other systems used for the provision of the SaaS Services (including the PaaS), unless expressly permitted under any applicable laws, or remove any titles or trademarks, copyrights or restricted rights notices in the systems, software and other materials used in the provision of SaaS Services; (iii) access or use the SaaS Services for the purpose of building competitive products or services by copying its features or user interface or by allowing a direct competitor of Accenture or the Cloud Vendor to access or use the SaaS Services, (iv) transmit or store any content, data or information that is unlawful, abusive, malicious, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy or right of publicity, hateful, or racially, ethnically or otherwise objectionable; (v) interfere with or disrupt any software or system used to provide the SaaS Services, or other equipment or networks connected to the PaaS. 1.7 Client will notify Accenture immediately if it becomes aware of any breach or threatened breach of the terms of this Section, or of any breach or threatened breach of security including any attempt by a third party to gain unauthorized access to the systems used for the provision of the SaaS Services. Client agrees that Accenture will forward such information to its Cloud Vendor. 1.8 Client acknowledges and agrees that it is responsible for obtaining and maintaining all hardware, software, communications equipment and network connections necessary to access and use the SaaS Services, as listed in the Documentation, and for paying any applicable third-party fees and charges incurred while accessing and using the SaaS Services. Client, on behalf of itself and its third party licensors, hereby grants to Accenture the right to access each of the third party applications listed in the Documentation and to retrieve data stored in or produced by such third party applications in order to provide the SaaS Services. 1.9 If any Client’s obligations are not performed, it may impact Accenture’s delivery of the SaaS Services and Accenture will have no liability with respect to its inability to deliver the SaaS Services or resulting from Client’s failure to perform any Client’s obligations.

Appears in 1 contract

Samples: General Terms and Conditions

CLIENT’S RIGHTS AND OBLIGATIONS. 1.1 Subject to the terms and conditions of the Agreement, Accenture hereby grants to Client a non-exclusive, non-transferable right during the term of the applicable Service Order to permit its Authorized Users to access and use the SaaS Services by means of a web application, for the Permitted Purpose only. 1.2 Client agrees that it shall not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit the SaaS Services by making them available for access or use by any third party (except Authorized Users), including by means of operating a service bureau, outsourcing or time-sharing service. 1.3 Client shall be solely responsible for (i) determining the suitability of the SaaS Services for its purposes and those of its Authorized Users and (ii) ensuring that Client’s or its Authorized Users’ use of the SaaS Services shall not exceed any restrictions contained in the Agreement. In particular, the Client shall ensure that (i) the maximum number of Authorized Users that it authorises to access and use the SaaS Services shall not exceed the number of user subscriptions it has purchased from time to time as set out in a Service Order, and (ii) it will not allow or suffer any user account to be used by more than one individual Authorized User unless it has been reassigned in its entirety to another individual Authorized User, in which case the prior Authorized User shall no longer have any right to access or use the SaaS Services. 1.4 Client is responsible for all use of the SaaS Services by those who have access to them through Client’s credential, and for ensuring that its Authorized Users do not circumvent or disclose any usernames, passwords or other access credentials or authentication details, or interfere with or disrupt any other security control of the SaaS Services. Furthermore, Client will ensure that each Authorized User shall keep a secure password for their use of the SaaS Services. 1.5 Client shall maintain commercially reasonable security standards for its and its Authorized Users’ use of the SaaS Services. Specifically, Client will use good industry practice virus protection software, and other customary procedures to screen any Client Content to avoid introducing any Virus or other malicious files or other harmful code that could disrupt the proper operation of the systems used in the provision of the SaaS Services. Client also agrees that it shall use all reasonable endeavors to ensure that its Authorized Users do not upload or distribute files that contain Viruses, or do anything else to disrupt or attempt to disrupt, the systems and networks used for the provision of the SaaS Services. If Client learns or suspects that its Authorized Users have introduced a Virus, Client will notify Accenture and cooperate in mitigating the effects of such Virus. 1.6 Client shall be solely responsible for the acts and omissions of its Authorized Users as if they were the acts and omissions of Client, and for ensuring that anyone who uses the SaaS Services does so in accordance with the terms and conditions of the Agreement. In particular, the Client agrees that it shall not, and that it shall ensure that its Authorized Users do not: (i) access or use the SaaS Services to host or transmit any content, data or information that is illegal or which infringes any third party’s rights, such as intellectual property rights or right of privacy, or which otherwise violates any applicable laws; (ii) copy, translate, make derivative works, disassemble, decompile, reverse engineer (unless for cases authorized by applicable law) or otherwise attempt to discover the source code or underlying ideas or algorithms embodied in the software applications or other systems used for the provision of the SaaS Services (including the PaaS), unless expressly permitted under any applicable laws, or remove any titles or trademarks, copyrights or restricted rights notices in the systems, software and other materials used in the provision of SaaS Services; (iii) access or use the SaaS Services for the purpose of building competitive products or services by copying its features or user interface or by allowing a direct competitor of Accenture or the Cloud Vendor to access or use the SaaS Services, (iv) transmit or store any content, data or information that is unlawful, abusive, malicious, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy or right of publicity, hateful, or racially, ethnically or otherwise objectionable; (v) interfere with or disrupt any software or system used to provide the SaaS Services, or other equipment or networks connected to the PaaS. 1.7 Client will notify Accenture immediately if it becomes aware of any breach or threatened breach of the terms of this Section, or of any breach or threatened breach of security including any attempt by a third party to gain unauthorized access to the systems used for the provision of the SaaS Services. Client agrees that Accenture will forward such information to its Cloud Vendor. 1.8 Client acknowledges and agrees that it is responsible for obtaining and maintaining all hardware, software, communications equipment and network connections necessary to access and use the SaaS Services, as listed in the Documentation, and for paying any applicable third-party fees and charges incurred while accessing and using the SaaS Services. Client, on behalf of itself and its third party licensors, hereby grants to Accenture the right to access each of the third party applications listed in the Documentation and to retrieve data stored in or produced by such third party applications in order to provide the SaaS Services. 1.9 If any Client’s obligations are not performed, it may impact Accenture’s delivery of the SaaS Services and Accenture will have no liability with respect to its inability to deliver the SaaS Services or resulting from Client’s failure to perform any Client’s obligations.

Appears in 1 contract

Samples: Software as a Service Agreement

CLIENT’S RIGHTS AND OBLIGATIONS. 1.1 Subject to the terms and conditions of the Agreement, Accenture hereby grants to Client a non-exclusive, non-transferable right during the term of the applicable Service Order to permit its Authorized Users to access and use the SaaS Services by means of a web application, for the Permitted Purpose only. 1.2 Client agrees that it shall not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit the SaaS Services by making them available for access or use by any third party (except Authorized Users), including by means of operating a service bureau, outsourcing or time-sharing service. 1.3 Client shall be solely responsible for (i) determining the suitability of the SaaS Services for its purposes and those of its Authorized Users and (ii) ensuring that Client’s or its Authorized Users’ use of the SaaS Services shall not exceed any restrictions contained in the Agreement. In particular, the Client shall ensure that (i) the maximum number of Authorized Users that it authorises to access and use the SaaS Services shall not exceed the number of user subscriptions it has purchased from time to time as set out in a Service Order, and (ii) it will not allow or suffer any user account to be used by more than one individual Authorized User unless it has been reassigned in its entirety to another individual Authorized User, in which case the prior Authorized User shall no longer have any right to access or use the SaaS Services. 1.4 Client is responsible for all use of the SaaS Services by those who have access to them through Client’s credential, and for ensuring that its Authorized Users do not circumvent or disclose any usernames, passwords or other access credentials or authentication details, or interfere with or disrupt any other security control of the SaaS Services. Furthermore, Client will ensure that each Authorized User shall keep a secure password for their use of the SaaS ServicesServices and such password shall be changed no less frequently than monthly. 1.5 Client shall maintain commercially reasonable security standards for its and its Authorized Users’ use of the SaaS Services. Specifically, Client will use good industry practice virus protection software, and other customary procedures to screen any Client Content to avoid introducing any Virus or other malicious files or other harmful code that could disrupt the proper operation of the systems used in the provision of the SaaS Services. Client also agrees that it shall use all reasonable endeavors to ensure that its Authorized Users do not upload or distribute files that contain Viruses, or do anything else to disrupt or attempt to disrupt, the systems and networks used for the provision of the SaaS Services. If Client learns or suspects that its Authorized Users have introduced a Virus, Client will notify Accenture and cooperate in mitigating the effects of such Virus. 1.6 Client shall be solely responsible for the acts and omissions of its Authorized Users as if they were the acts and omissions of Client, and for ensuring that anyone who uses the SaaS Services does so in accordance with the terms and conditions of the Agreement. In particular, the Client agrees that it shall not, and that it shall ensure that its Authorized Users do not: (i) access or use the SaaS Services to host or transmit any content, data or information that is illegal or which infringes any third party’s rights, such as intellectual property rights or right of privacy, or which otherwise violates any applicable laws; (ii) copy, translate, make derivative works, disassemble, decompile, reverse engineer or otherwise attempt to discover the source code or underlying ideas or algorithms embodied in the software applications or other systems used for the provision of the SaaS Services (including the PaaS), unless expressly permitted under any applicable laws, or remove any titles or trademarks, copyrights or restricted rights notices in the systems, software and other materials used in the provision of SaaS Services; (iii) access or use the SaaS Services for the purpose of building competitive products or services by copying its features or user interface or by allowing a direct competitor of Accenture or the Cloud Vendor to access or use the SaaS Services, (iv) transmit or store any content, data or information that is unlawful, abusive, malicious, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy or right of publicity, hateful, or racially, ethnically or otherwise objectionable; (v) interfere with ASWHCM-55GTC-SaaS GTC-UK-EN_12-19 Page 1 of 9 or disrupt any software or system used to provide the SaaS Services, or other equipment or networks connected to the PaaS. 1.7 Client will notify Accenture immediately if it becomes aware of any breach or threatened breach of the terms of this Section, or of any breach or threatened breach of security including any attempt by a third party to gain unauthorized access to the systems used for the provision of the SaaS Services. Client agrees that Accenture will forward such information to its Cloud Vendor. 1.8 Client acknowledges and agrees that it is responsible for obtaining and maintaining all hardware, software, communications equipment and network connections necessary to access and use the SaaS Services, as listed in the Documentation, and for paying any applicable third-party fees and charges incurred while accessing and using the SaaS Services. Client, on behalf of itself and its third party licensors, hereby grants to Accenture the right to access each of the third party applications listed in the Documentation and to retrieve data stored in or produced by such third party applications in order to provide the SaaS Services. 1.9 If any Client’s obligations are not performed, it may impact Accenture’s delivery of the SaaS Services and Accenture will have no liability with respect to its inability to deliver the SaaS Services or resulting from Client’s failure to perform any Client’s obligations.

Appears in 1 contract

Samples: Software as a Service Agreement

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CLIENT’S RIGHTS AND OBLIGATIONS. 1.1 Subject to the terms and conditions of the Agreement, Accenture hereby grants to Client a non-exclusive, non-transferable right during the term of the applicable Service Order to permit its Authorized Users to access and use the SaaS Services by means of a web application, for the Permitted Purpose only. 1.2 Client agrees that it shall not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit the SaaS Services by making them available for access or use by any third party (except Authorized Users), including by means of operating a service bureau, outsourcing or time-sharing service. 1.3 Client shall be solely responsible for (i) determining the suitability of the SaaS Services for its purposes and those of its Authorized Users and (ii) ensuring that Client’s or its Authorized Users’ use of the SaaS Services shall not exceed any restrictions contained in the Agreement. In particular, the Client shall ensure that (i) the maximum number of Authorized Users that it authorises to access and use the SaaS Services shall not exceed the number of user subscriptions it has purchased from time to time as set out in a Service Order, and (ii) it will not allow or suffer any user account to be used by more than one individual Authorized User unless it has been reassigned in its entirety to another individual Authorized User, in which case the prior Authorized User shall no longer have any right to access or use the SaaS Services. 1.4 Client is responsible for all use of the SaaS Services by those who have access to them through Client’s credential, and for ensuring that its Authorized Users do not circumvent or disclose any usernames, passwords or other access credentials or authentication details, or interfere with or disrupt any other security control of the SaaS Services. Furthermore, Client will ensure that each Authorized User shall keep a secure password for their use of the SaaS ServicesServices and such password shall be changed no less frequently than monthly. 1.5 Client shall maintain commercially reasonable security standards for its and its Authorized Users’ use of the SaaS Services. Specifically, Client will use good industry practice virus protection software, and other customary procedures to screen any Client Content to avoid introducing any Virus or other malicious files or other harmful code that could disrupt the proper operation of the systems used in the provision of the SaaS Services. Client also agrees that it shall use all reasonable endeavors to ensure that its Authorized Users do not upload or distribute files that contain Viruses, or do anything else to disrupt or attempt to disrupt, the systems and networks used for the provision of the SaaS Services. If Client learns or suspects that its Authorized Users have introduced a Virus, Client will notify Accenture and cooperate in mitigating the effects of such Virus. 1.6 Client shall be solely responsible for the acts and omissions of its Authorized Users as if they were the acts and omissions of Client, and for ensuring that anyone who uses the SaaS Services does so in accordance with the terms and conditions of the Agreement. In particular, the Client agrees that it shall not, and that it shall ensure that its Authorized Users do not: (i) access or use the SaaS Services to host or transmit any content, data or information that is illegal or which infringes any third party’s rights, such as intellectual property rights or right of privacy, or which otherwise violates any applicable laws; (ii) copy, translate, make derivative works, disassemble, decompile, reverse engineer or otherwise attempt to discover the source code or underlying ideas or algorithms embodied in the software applications or other systems used for the provision of the SaaS Services (including the PaaS), unless expressly permitted under any applicable laws, or remove any titles or trademarks, copyrights or restricted rights notices in the systems, software and other materials used in the provision of SaaS Services; (iii) access or use the SaaS Services for the purpose of building competitive products or services by copying its features or user interface or by allowing a direct competitor of Accenture or the Cloud Vendor to access or use the SaaS Services, (iv) transmit or store any content, data or information that is unlawful, abusive, malicious, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy or right of publicity, hateful, or racially, ethnically or otherwise objectionable; (v) interfere with Accenture Confidential or disrupt any software or system used to provide the SaaS Services, or other equipment or networks connected to the PaaS. 1.7 Client will notify Accenture immediately if it becomes aware of any breach or threatened breach of the terms of this Section, or of any breach or threatened breach of security including any attempt by a third party to gain unauthorized access to the systems used for the provision of the SaaS Services. Client agrees that Accenture will forward such information to its Cloud Vendor. 1.8 Client acknowledges and agrees that it is responsible for obtaining and maintaining all hardware, software, communications equipment and network connections necessary to access and use the SaaS Services, as listed in the Documentation, and for paying any applicable third-party fees and charges incurred while accessing and using the SaaS Services. Client, on behalf of itself and its third party licensors, hereby grants to Accenture the right to access each of the third party applications listed in the Documentation and to retrieve data stored in or produced by such third party applications in order to provide the SaaS Services. 1.9 If any Client’s obligations are not performed, it may impact Accenture’s delivery of the SaaS Services and Accenture will have no liability with respect to its inability to deliver the SaaS Services or resulting from Client’s failure to perform any Client’s obligations.

Appears in 1 contract

Samples: Software as a Service Agreement

CLIENT’S RIGHTS AND OBLIGATIONS. 1.1 Subject to the terms and conditions of the Agreement, Accenture hereby grants to Client a non-non- exclusive, non-transferable right during the term of the applicable Service Order to permit its Authorized Users to access and use the SaaS Services by means of a web application, for the Permitted Purpose only. 1.2 Client agrees that it shall not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit the SaaS Services by making them available for access or use by any third party (except Authorized Users), including by means of operating a service bureau, outsourcing or time-time- sharing service. 1.3 Client shall be solely responsible for (i) determining the suitability of the SaaS Services for its purposes and those of its Authorized Users and (ii) ensuring that Client’s or its Authorized Users’ use of the SaaS Services shall not exceed any restrictions contained in the Agreement. In particular, the Client shall ensure that (i) the maximum number of Authorized Users that it authorises to access and use the SaaS Services shall not exceed the number of user subscriptions it has purchased from time to time as set out in a Service Order, and (ii) it will not allow or suffer any user account to be used by more than one individual Authorized User unless it has been reassigned in its entirety to another individual Authorized User, in which case the prior Authorized User shall no longer have any right to access or use the SaaS Services. 1.4 Client is responsible for all use of the SaaS Services by those who have access to them through Client’s credential, and for ensuring that its Authorized Users do not circumvent or disclose any usernames, passwords or other access credentials or authentication details, or interfere with or disrupt any other security control of the SaaS Services. Furthermore, Client will ensure that each Authorized User shall keep a secure password for their use of the SaaS Services. 1.5 Client shall maintain commercially reasonable security standards for its and its Authorized Users’ use of the SaaS Services. Specifically, Client will use good industry practice virus protection software, and other customary procedures to screen any Client Content to avoid introducing any Virus or other malicious files or other harmful code that could disrupt the proper operation of the systems used in the provision of the SaaS Services. Client also agrees that it shall use all reasonable endeavors to ensure that its Authorized Users do not upload or distribute files that contain Viruses, or do anything else to disrupt or attempt to disrupt, the systems and networks used for the provision of the SaaS Services. If Client learns or suspects that its Authorized Users have introduced a Virus, Client will notify Accenture and cooperate in mitigating the effects of such Virus. 1.6 Client shall be solely responsible for the acts and omissions of its Authorized Users as if they were the acts and omissions of Client, and for ensuring that anyone who uses the SaaS Services does so in accordance with the terms and conditions of the Agreement. In particular, the Client agrees that it shall not, and that it shall ensure that its Authorized Users do not: (i) access or use the SaaS Services to host or transmit any content, data or information that is illegal or which infringes any third party’s rights, such as intellectual property rights or right of privacy, or which otherwise violates any applicable laws; (ii) copy, translate, make derivative works, disassemble, decompile, reverse engineer or otherwise attempt to discover the source code or underlying ideas or algorithms embodied in the software applications or other systems used for the provision of the SaaS Services (including the PaaS), unless expressly permitted under any applicable laws, or remove any titles or trademarks, copyrights or restricted rights notices in the systems, software and other materials used in the provision of SaaS Services; (iii) access or use the SaaS Services for the purpose of building competitive products or services by copying its features or user interface or by allowing a direct competitor of Accenture or the Cloud Vendor to access or use the SaaS Services, (iv) transmit or store any content, data or information that is unlawful, abusive, malicious, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy or right of publicity, hateful, or racially, ethnically or otherwise objectionable; (v) interfere with or disrupt any software or system used to provide the SaaS Services, or other equipment or networks connected to the PaaS. 1.7 Client will notify Accenture immediately if it becomes aware of any breach or threatened breach of the terms of this Section, or of any breach or threatened breach of security including any attempt by a third party to gain unauthorized access to the systems used for the provision of the SaaS Services. Client agrees that Accenture will forward such information to its Cloud Vendor. 1.8 Client acknowledges and agrees that it is responsible for obtaining and maintaining all hardware, software, communications equipment and network connections necessary to access and use the SaaS Services, as listed in the Documentation, and for paying any applicable third-party fees and charges incurred while accessing and using the SaaS Services. Client, on behalf of itself and its third party licensors, hereby grants to Accenture the right to access each of the third party applications listed in the Documentation and to retrieve data stored in or produced by such third party applications in order to provide the SaaS Services. 1.9 If any Client’s obligations are not performed, it may impact Accenture’s delivery of the SaaS Services and Accenture will have no liability with respect to its inability to deliver the SaaS Services or resulting from Client’s failure to perform any Client’s obligations.

Appears in 1 contract

Samples: General Terms and Conditions

CLIENT’S RIGHTS AND OBLIGATIONS. 1.1 Subject to the terms and conditions of the AgreementAgreement and the applicable Service Order, Accenture hereby grants to Client a non-exclusive, non-transferable right during the term of the applicable Service Order to permit its Authorized Users to access and use the SaaS Services by means of a web application, for the Permitted Purpose Client’s internal evaluation purposes only. 1.2 Client agrees that it shall not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit the SaaS Services by making them available for access or use by any third party (except Authorized Users), including by means of operating a service bureau, outsourcing or time-sharing service. 1.3 Client shall be solely responsible for (i) determining the suitability of the SaaS Services for its purposes and those of its Authorized Users and (ii) ensuring that Client’s or its Authorized Users’ use of the SaaS Services shall not exceed any restrictions contained in the Agreement. In particular, the Client shall ensure that (i) the maximum number of Authorized Users that it authorises to access and use the SaaS Services shall not exceed the number of user subscriptions it has purchased from time to time as set out in a Service Order, and (ii) it will not allow or suffer any user account to be used by more than one individual Authorized User unless it has been reassigned in its entirety to another individual Authorized User, in which case the prior Authorized User shall no longer have any right to access or use the SaaS Services. 1.4 Client is responsible for all use of the SaaS Services by those who have access to them through Client’s credential, and for ensuring that its Authorized Users do not circumvent or disclose any usernames, passwords or other access credentials or authentication details, or interfere with or disrupt any other security control of the SaaS Services. Furthermore, Client will ensure that each Authorized User shall keep a secure password for their use of the SaaS Services. 1.5 1.4 Client shall maintain commercially reasonable security standards for its and its Authorized Users’ use of the SaaS Services. Specifically, Client will use good industry practice virus protection software, and other customary procedures to screen any Client Content to avoid introducing any Virus or other malicious files or other harmful code that could disrupt the proper operation of the systems used in the provision of the SaaS Services. Client also agrees that it shall use all reasonable endeavors to ensure that its Authorized Users do not upload or distribute files that contain Viruses, or do anything else to disrupt or attempt to disrupt, the systems and networks used for the provision of the SaaS Services. If Client learns or suspects that its Authorized Users have introduced a Virus, Client will notify Accenture and cooperate in mitigating the effects of such Virus. 1.6 1.5 Client shall be solely responsible for the acts and omissions of its Authorized Users as if they were the acts and omissions of Client, and for ensuring that anyone who uses the SaaS Services does so in accordance with the terms and conditions of the AgreementAgreement and the applicable Service Order. In particular, the Client agrees that it shall not, and that it shall ensure that its Authorized Users do not: (i) access or use the SaaS Services to host or transmit any content, data or information that is illegal or which infringes any third party’s rights, such as intellectual property rights or right of privacy, or which otherwise violates any applicable laws; (ii) copy, translate, make derivative works, disassemble, decompile, reverse engineer or otherwise attempt to discover the source code or underlying ideas or algorithms embodied in the software applications or other systems used for the provision of the SaaS Services (including the PaaS), unless expressly permitted under any applicable laws, or remove any titles or trademarks, copyrights or restricted rights notices in the systems, software and other materials used in the provision of SaaS Services; (iii) access or use the SaaS Services for the purpose of building competitive products or services by copying its features or user interface or by allowing a direct competitor of Accenture or the Cloud Vendor to access or use the SaaS Services, (iv) transmit or store any content, data or information that is unlawful, abusive, malicious, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy or right of publicity, hateful, or racially, ethnically or otherwise objectionable; (v) interfere with or disrupt any software or system used to provide the SaaS Services, or other equipment or networks connected to the PaaS. 1.7 Client will notify Accenture immediately if it becomes aware of any breach or threatened breach of the terms of this Section, or of any breach or threatened breach of security including any attempt by a third party to gain unauthorized access to the systems used for the provision of the SaaS Services. Client agrees that Accenture will forward such information to its Cloud Vendor. 1.8 Client acknowledges and agrees that it is responsible for obtaining and maintaining all hardware, software, communications equipment and network connections necessary to access and use the SaaS Services, as listed in the Documentation, and for paying any applicable third-party fees and charges incurred while accessing and using the SaaS Services. Client, on behalf of itself and its third party licensors, hereby grants to Accenture the right to access each of the third party applications listed in the Documentation and to retrieve data stored in or produced by such third party applications in order to provide the SaaS Services. 1.9 If any Client’s obligations are not performed, it may impact Accenture’s delivery of the SaaS Services and Accenture will have no liability with respect to its inability to deliver the SaaS Services or resulting from Client’s failure to perform any Client’s obligations.;

Appears in 1 contract

Samples: Software as a Service Evaluation Agreement

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