Exclusions from Obligations. OneLogin will have no obligation under this Section 6 for any infringement or misappropriation to the extent that it arises out of or is based upon (a) use of the OneLogin Services in combination with other products or services; (b) use of the OneLogin Services by Subscriber for purposes outside the scope of the rights and licenses granted to Subscriber; (c) Subscriber’s failure to use the OneLogin Services in accordance with this Agreement and the Documentation; (d) any modification of the OneLogin Services by Subscriber not made or authorized in writing by OneLogin; or (e) any activity after OneLogin has provided Subscriber with a work around or modification that would have avoided such Claim. This Section 6 sets forth OneLogin’s entire obligation and Subscriber’s exclusive remedy with respect to any infringement, misappropriation or other violation of third party rights.
Exclusions from Obligations. Provider will have no obligation under this Section 9 for any infringement or misappropriation to the extent that it arises out of or is based upon (a) use of the Platform in combination with Customer Data or any other products, services, or materials if such infringement or misappropriation would not have arisen but for such combination; (b) the Platform to the extent it is provided to comply with designs, requirements, or specifications required by or provided by Customer, if the alleged infringement or misappropriation would not have arisen but for the compliance with such designs, requirements, or specifications; (c) use of the Platform by Customer for purposes not intended or outside the scope of the limited right to use the Platform granted to Customer; (d) Customer’s failure to use the Platform in accordance with instructions provided by Provider, if the infringement or misappropriation would not have occurred but for such failure; or (e) any modification of the Platform not made or authorized in writing by Provider where such infringement or misappropriation would not have occurred absent such modification.
Exclusions from Obligations. A Party’s obligations of confidentiality under this Agreement shall not apply to information which such Party can document the information (i) is in the public domain without the breach of any agreement or fiduciary duty or the violation of any law, (ii) was known to the Party prior to the time of disclosure without the breach of any agreement or fiduciary duty or the violation of any law, (iii) is proven by contemporaneous records to be independently developed by the Party prior to receiving such Confidential Information.
Exclusions from Obligations. Wazuh will have no obligation under this Section 10 for any infringement or misappropriation to the extent that it arises out of or is based upon use of an Application in combination with other products or services if such infringement or misappropriation would not have arisen but for such combination; use of an Application by Customer for purposes not intended or outside the scope of the license granted to Customer; Customer’s failure to use an Application in accordance with instructions provided by Wazuh, if the infringement or misappropriation would not have occurred but for such failure; or any modification of an Application not made or authorized in writing by Wazuh where such infringement or misappropriation would not have occurred absent such modification.
Exclusions from Obligations. The nondisclosure and non-use obligations under this Section 9 shall not apply to, information that the Recipient can evidence: (a) was publicly available at the time of its disclosure to Recipient or became publicly available after its disclosure through no act or default of Recipient; (b) is rightfully or free of any obligation of confidentiality in the possession of Recipient prior to disclosure to Recipient by Discloser; (c) is received in good faith by Recipient from a third party, free of any obligation of confidentiality; or (d) is independently developed by Recipient without use of Discloser’s Confidential Information. A disclosure by Recipient of Confidential Information of Discloser (a) in response to a valid order by a competent court or governmental body, (b) in connection with an arbitration hereunder, or (c) as otherwise required by applicable Law shall not be considered to be a breach of this Agreement or a waiver of confidentiality for other purposes; provided, however, (i) with respect to any disclosure in accordance with clause (b) above shall only be made to persons involved in the arbitration or the arbitrator thereof, and (ii) with respect to any disclosure in accordance with clause (a) or (c) above, Recipient shall provide prompt prior written notice thereof to Discloser and permit such Discloser to seek measures to maintain the confidentiality of its Confidential Information.
Exclusions from Obligations. Upland shall have no obligation under Section 9.1 (Indemnification by Upland) for any infringement or misappropriation to the extent that it arises out of or is based upon: (a) use of an Application or Service in combination with other products or services not provided by, or authorized in writing by, Upland if such infringement or misappropriation would not have arisen but for such combination;
Exclusions from Obligations. We have no obligation under this Section 10 for any infringement or misappropriation to the extent that it arises out of or is based upon (a) use of the Service in combination with other products or services; (b) any aspect of the Service configured specifically for you to comply with designs, requirements, or specifications required by or provided by or on your behalf; (c) use of the Service by you, any Affiliate, or any Permitted Third Party outside the scope of the rights granted in this Agreement; (d) failure of you, any Affiliate, or any Permitted Third Party to use the Service in accordance with instructions provided by Us; or (e) any modification of the Service not made or authorized in writing by Us.
Exclusions from Obligations. Xxxxxx has no obligation to indemnify You for any Infringement Claim to the extent that it arises out of or is based upon (i) Your use of the Software in combination with third-party products or services not authorized by Xxxxxx or the Documentation; (ii) any aspect of the Software configured specifically for You to comply with designs, requirements, or specifications required by or provided by or on Your behalf; (iii) use of the Software by You, any User, any Analyst, or any third party outside the scope of the rights granted in this Agreement; (iv) failure of You, any User, any Analyst, or any third party to use the Software in accordance with the Documentation or any instructions provided by Xxxxxx; (v) failure of You to use the most recent version of the Software (including any Updates or Upgrades provided to You by Xxxxxx) if use of the most recent version of the Software is required to avoid the Infringement Claim; or (vi) any unauthorized modification of the Software or SaaS Offering.
Exclusions from Obligations. Sprout Social will have no obligation under this Section 10 for any infringement or misappropriation to the extent that it arises out of or is based upon (a) use of the Services in combination with other products or services if such infringement or misappropriation would not have arisen but for such combination; (b) any aspects of the Services that are provided to comply with designs, requirements, or specifications required by or provided by Subscriber, if the alleged infringement or misappropriation would not have arisen but for the compliance with such designs, requirements, or specifications; (c) use of the Services by Subscriber for purposes not intended or outside the scope of the rights granted to Subscriber under this Agreement; (d) Subscriber’s failure to use the Services in accordance with written instructions provided by Sprout Social, if the infringement or misappropriation would not have occurred but for such failure; or (e) any modification of the Services not made or authorized in writing by Sprout Social where such infringement or misappropriation would not have occurred absent such modification.
Exclusions from Obligations. Confidential Information does not include, and the obligations under Section 7 shall not apply to, information that such Recipient can evidence: (a) is, or later becomes, publicly available through no act or default of Recipient; (b) is rightfully in its possession prior to disclosure to Recipient by Discloser; (c) is received in good faith by Recipient from a third party, free of any obligation of confidentiality; (d) was communicated by such Discloser to an unaffiliated third party on an unrestricted basis; or (e) is independently developed without use of Discloser’s Confidential Information. A disclosure by Recipient of Confidential Information of another party in response to a valid order by a court or governmental body or as otherwise required by law shall not be considered to be a breach of this Agreement or a waiver of confidentiality for other purposes; provided, however, to the extent permitted by law, such Recipient shall provide prompt prior written notice thereof to Discloser and permit such Discloser to seek measures to maintain the confidentiality of its Confidential Information.
