Common use of Description of the Services Clause in Contracts

Description of the Services. 5.1. Zivver shall provide the Services included in the Offer, which Services the Customer hereby purchases in accordance with the terms and conditions of the Agreement. 5.2. During the term of the Agreement, the Customer may purchase additional services or licenses from Zivver, which shall be governed by the terms of the Agreement and which will not affect the term of the Agreement, unless the Parties explicitly agree otherwise in writing. If Zivver establishes that more accounts are created by a Customers than licenses haven been purchased, Zivver may charge the Customer for the additional accounts in line with the pricing included in the Offer. 5.3. During the term of the Agreement, the agreed number of licenses of the Customer cannot be reduced and the services cannot be downgraded. 5.4. The Customer is only permitted to use the Services in the intended manner described in the Offer and on a fair use basis. If the Customer uses the Services in any other way (e.g. using a single account with an entire organization and communicating with a substantial number of guest users or using more accounts than agreed in the Offer), then this shall constitute a material breach of the Agreement, and Zivver reserves the unilateral right and the Customer hereby accepts such right: (i) to invoice the Customer without any further notice for an amount reflecting the actual use of the Service; and/or (ii) to terminate / suspend the Services for an indefinite period of time or until a new agreement has been reached with the Customer on continuance of the Services; and/or (iii) to terminate the Agreement. 5.5. The Customer agrees that agrees that any End User permitted by the terms of the Offer to access and/or use the Service must agree to comply with the User Terms. The User Terms shall apply to any use by End Users of the Services. In the event of a conflict between the provisions of the Agreement and the provisions of the User Terms, the provisions of the Agreement shall prevail. The Customer hereby accepts the User Terms and commits to ensure that its End Users shall comply with them.