Common use of Customer Restrictions Clause in Contracts

Customer Restrictions. During the Term and thereafter, Customer shall not, and shall not permit any of its employees, contractors or Users to, directly or indirectly: (a) act as a reseller or distributor of, or a service bureau for, the Services or otherwise use, exploit, make available or encumber any of the Services to, or for the benefit of, any third party other than Customer’s Users; (b) use or demonstrate the Services in any way that is in competition with Covalent; (c) reverse engineer, disassemble or decompile the Covalent Services or attempt to derive the source code or underlying ideas or algorithms of any part of the Covalent Services (except to the limited extent applicable laws specifically prohibit such restriction); (d) remove any notice of proprietary rights from the Services; (e) copy, modify, translate or otherwise create derivative works of any part of the Services; (f) use the Services in a manner that interferes or attempt to interfere with the proper operation of the Services or any activities conducted on the Services, including bypassing or attempting to bypass any privacy settings or measures used to prevent or restrict access to the Services; (g) use manual or automated software, devices, robot, spider, or other processes to “crawl” or “spider” or to retrieve, index, “scrape”, “data mine” or in any way gather information, content or other materials from the Services in an unauthorized manner or reproduce or circumvent the navigational structure or presentation of the Services; (h) use the Services in a manner which interferes with or disrupt its integrity or performance; (i) use or allow the transmission, transfer, export, re-export or other transfer of any software, technology or information forming a part of the Services in violation of any export control or other laws and regulations of the United States or any other relevant jurisdiction; or (j) use the Services to share or store inappropriate materials, including (i) materials containing viruses or other harmful or malicious code; (ii) unsolicited mail (spam); (iii) copyrighted materials to which Customer does not have sufficient rights; (iv) harassing, tortious, or defamatory materials; or (v) other materials prohibited by applicable international, federal, state, or local laws and regulations.

Customer Restrictions. During the Term and thereafter, Customer shall notnot (i) modify, and shall not permit copy or create any of its employeesderivative works based on the Product’s features, contractors or Users tofunctions, directly or indirectly: integrations, user interfaces, and/or graphics; (aii) act as license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share, offer in a reseller or distributor ofservice bureau, or a service bureau for, the Services or otherwise use, exploit, make available or encumber grant any of rights to the Products, Services to, or for the benefit of, Documentation to any third party party, other than Customer’s Usersto Authorized Users as permitted herein; (biii) use or demonstrate the Services in any way that is in competition with Covalent; (c) adapt, reverse engineer, disassemble or decompile the Covalent Services or attempt to derive the source code or underlying ideas or algorithms of any part of the Covalent Services (except to the limited extent applicable laws specifically prohibit such restriction); (d) remove any notice of proprietary rights from the Services; (e) copyunlock, modifydisassemble, translate or otherwise create derivative works of any part of the Services; (f) use the Services in a manner that interferes or attempt to interfere with the proper operation of the Services or any activities conducted on the Servicesdecompile, including bypassing or attempting to bypass any privacy settings or measures used to prevent or restrict access to the Services; (g) use manual or automated software, devices, robot, spider, or other processes to “crawl” or “spider” or to retrieve, index, “scrape”, “data mine” or in any way gather information, content or other materials from the Services in an unauthorized manner or reproduce or circumvent the navigational structure or presentation decode any portion of the Services; (h) use Product or attempt to access the Services in a manner which interferes with or disrupt its integrity or performance; (i) use or allow the transmission, transfer, export, re-export or other transfer source code of any softwareProduct, technology or information forming a part of except to the Services in violation of any export control or other laws and regulations of the United States or any other relevant jurisdiction; or (j) use the Services to share or store inappropriate materials, including (i) materials containing viruses or other harmful or malicious code; (ii) unsolicited mail (spam); (iii) copyrighted materials to which Customer does not have sufficient rightsextent explicitly permitted by Applicable Law; (iv) harassingaccess the Service, tortiousDocumentation or Deliverables in order to build or assist others to build or enhance any competitive product or service, whether or defamatory materialsnot such competitive products or services are meant for internal use or commercial sale; or (v) other materials prohibited by applicable internationaluse the Products or Services to store or transmit infringing, federal, statelibelous, or local laws otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights; (vi) interfere with or disrupt the integrity or performance of any Products or Services; (vii) introduce malicious code in the Products, Services, Hosting Servers, networks, or other computing resources of Uniphore or any other third party or upload any information or data which negatively impacts the Products or Services or otherwise tamper with the security features of the Products or Services; (viii) remove Uniphore’s proprietary rights notices; (ix) publish benchmarks or performance information about the Products and/or Services. Customer agrees that it will use the Products and/or Services strictly in accordance with the terms of this Agreement and regulationsApplicable Law and that any breach of this Section 2 shall constitute a material breach of the Agreement. Customer acknowledges that certain components of the Products are owned by Uniphore’s partners and licensed to Uniphore subject to certain licensing terms between Uniphore and such partner; such components are sublicensed to Customer subject to the license terms applicable to such components.

Customer Restrictions. During the Term and thereafter, Customer shall not, and shall not permit any of its employees, contractors or Users to, directly or indirectly: (a) act as a reseller or distributor of, or a service bureau for, the Services or otherwise use, exploit, make available or encumber any of the Services to, to or for the benefit of, of any third party other than Customer’s Userscustomers; (b) use or demonstrate the Services in any other way that is in competition with CovalentMM; (c) reverse engineer, disassemble or decompile the Covalent MM Services or attempt to derive the source code or underlying ideas or algorithms of any part of the Covalent MM Services (except to the limited extent applicable laws specifically prohibit such restriction); (d) remove any notice of proprietary rights from the Services; (e) copy, modify, translate or otherwise create derivative works of any part of the Services; (f) use the Services in a manner that interferes or attempt to interfere with the proper operation working of the Services or any activities conducted on the Services, including bypassing or attempting to bypass any privacy settings or measures used to prevent or restrict access to the Services; (g) use manual or automated software, devices, robot, spider, or other processes to “crawl” or “spider” or to retrieve, index, “scrape”, “data mine” or in any way gather information, content or other materials from the Services in an unauthorized manner or reproduce or circumvent the navigational structure or presentation of the Services; (h) use the Services in a manner which interferes with or disrupt its integrity or performance; ; (i) use or allow the transmission, transfer, export, re-export or other transfer of any software, technology or information forming a part of the Services in violation of any export control or other laws and regulations of the United States or any other relevant jurisdiction; or or (j) use the Services to share or store inappropriate materials, including including (i) materials containing viruses or other harmful or malicious code; (ii) unsolicited mail (spam); ; (iii) copyrighted materials to which Customer does not have sufficient rights; (iv) harassing, tortious, or defamatory materials; or (v) other materials prohibited by applicable international, federal, state, or local laws and regulations.