Common use of Licensee’s Obligations Clause in Contracts

Licensee’s Obligations. As a material part of the consideration for this Agreement, LICENSEE agrees that LICENSEE: (a) Will comply with the National Association of Realtor’s guidelines and PROVIDER’s rules and regulations in its utilization of the LICENSED DATA; (b) Will not knowingly permit any access to the SERVICE by any person(s) other than AUTHORIZED USERS who have executed Subscriber Agreements with PROVIDER; (c) Will not copy or make any use, alteration, adaptation, addition, change or revision of the LICENSED DATA or CONFIDENTIAL INFORMATION, other than to make it available to AUTHORIZED USERS within the terms of this Agreement; (d) Will design and maintain its connection in such a way that it does not impair or damage the performance of the SERVICE in any way; (e) Will not enter into any license, sublicense, access, electronic connection or another agreement or arrangement which would permit access to the SERVICE, or any portion thereof, to any party other than AUTHORIZED USERS and others as may be allowed by the terms of this Agreement; (f) Will not subcontract, assign, delegate or otherwise transfer any right or obligation under this Agreement without PROVIDER’s written consent, except as set forth in this Agreement; (g) Will establish and maintain firewalls, filters, and such additional and/or complementary security systems in place as may be reasonably necessary in order to provide reasonable assurances that the data is secure and the connection may not be used to access the SERVICE, except by AUTHORIZED USERS and those authorized by the terms of this Agreement; and (h) Will not use PROVIDER’s name or make any reference to PROVIDER or its LICENSED DATA or SERVICE in any manner, except as may be authorized in writing, by PROVIDER. (i) Will pay all costs incurred by LICENSEE and PROVIDER in setting up the SERVICE for LICENSEE’s use and providing LICENSED DATA to LICENSEE.

Licensee’s Obligations. As a material part of the consideration for this Agreement, LICENSEE Licensee agrees that LICENSEELicensee: (a) Will comply with the National Association of Realtor’s guidelines and PROVIDERProvider’s rules and regulations in its utilization of the LICENSED DATALicensed Data; (b) Will not knowingly permit any access to the SERVICE Service by any person(s) other than AUTHORIZED USERS Authorized Users who have executed Subscriber Agreements with PROVIDERProvider; (c) Will not copy or make any use, alteration, adaptation, addition, change or revision of the LICENSED DATA Licensed Data or CONFIDENTIAL INFORMATIONConfidential Information, other than to make it available to AUTHORIZED USERS Authorized Users within the terms of this Agreement; (d) Will design and maintain its connection in such a way that it does not impair or damage the performance of the SERVICE Service in any way; (e) Will not enter into any license, sublicense, access, electronic connection or another agreement or arrangement which would permit access to the SERVICEService, or any portion thereof, to any party other than AUTHORIZED USERS Authorized Users and others as may be allowed by the terms of this Agreement; (f) Will not subcontract, assign, delegate or otherwise transfer any right or obligation under this Agreement without PROVIDERProvider’s written consent, except as set forth in this Agreement; (g) Will establish and maintain firewalls, filters, and such additional and/or complementary security systems in place as may be reasonably necessary in order to provide reasonable assurances that the data is secure and the connection may not be used to access the SERVICEService, except by AUTHORIZED USERS Authorized Users and those authorized by the terms of this Agreement; and; (h) Will not use PROVIDERProvider’s name or make any reference to PROVIDER Provider or its LICENSED DATA Licensed Data or SERVICE Service in any manner, except as may be authorized in writing, by PROVIDER.Provider; and (i) Will pay all costs incurred by LICENSEE Licensee and PROVIDER Provider in setting up the SERVICE Service for LICENSEELicensee’s use and providing LICENSED DATA Licensed Data to LICENSEELicensee.

Licensee’s Obligations. As a material part of the consideration for this Agreement, LICENSEE The Licensee agrees that LICENSEEand undertakes: (a) Will comply with to pay: to the National Association Licensor the Licence Fee payable without any deduction in advance on the first day of Realtor’s guidelines each week and PROVIDER’s rules proportionately for any period of less than a week the first such payment being for the period from and regulations in its utilization including the Licence Fee Commencement Date to the end of the LICENSED DATAweek following such date together with such VAT as may be chargeable on the Licence Fee; (b) Will not knowingly permit any access to keep the SERVICE by any person(s) other than AUTHORIZED USERS who have executed Subscriber Agreements with PROVIDERProperty clean, tidy and clear of rubbish; (c) Will not copy or make any use, alteration, adaptation, addition, change or revision of to use the LICENSED DATA or CONFIDENTIAL INFORMATION, Property other than to make it available to AUTHORIZED USERS within for the terms of this AgreementPermitted Use; (d) Will design and maintain its connection not to make any structural alteration or addition whatsoever to the Property, non-structural alterations to be agreed in such a way that it does not impair or damage writing by the performance of the SERVICE in any wayLicensor; (e) Will not enter into to display any licenseadvertisement, sublicensesignboards, accessnameplate, electronic connection inscription, flag, banner, placard, poster, signs or another agreement notices at the Property or arrangement which would permit access to elsewhere in the SERVICE, or any portion thereof, to any party other than AUTHORIZED USERS and others as may be allowed by Centre without the terms prior written consent of this Agreementthe Licensor; (f) Will not subcontractto do or permit to be done on the Property anything which is illegal or which may be or become a nuisance (whether actionable or not), assignannoyance, delegate inconvenience or otherwise transfer disturbance to the Licensor or to tenants or occupiers of the Centre or any right owner or obligation under this Agreement without PROVIDER’s written consent, except as set forth in this Agreementoccupier of neighbouring property; (g) Will establish and maintain firewallsnot to cause or permit to be caused any damage to: (i) the Property, filtersCentre or any neighbouring property; or (ii) any property of the owners or occupiers of the Property, and such additional and/or complementary security systems in place as may be reasonably necessary in order to provide reasonable assurances that the data is secure and the connection may not be used to access the SERVICE, except by AUTHORIZED USERS and those authorized by the terms of this Agreement; andCentre or any neighbouring property; (h) Will not use PROVIDER’s name to obstruct the Common Parts, make them dirty or make untidy or leave any reference to PROVIDER or its LICENSED DATA or SERVICE in any manner, except as may be authorized in writing, by PROVIDER.rubbish on them; (i) Will not to apply for any planning permission in respect of the Property; (j) not to do anything that will or might constitute a breach of any Necessary Consents affecting the Property or which will or might vitiate in whole or in part any insurance effected by the Licensor in respect of the Property and Centre from time to time; (k) to observe any rules and regulations the Licensor makes and notifies to the Licensee from time to time governing the Licensee's use of the Property and the Common Parts; (l) to leave the Property in a clean and tidy condition and to remove the Licensee's furniture equipment and goods from the Property at the end of the Licence Period; (m) to indemnify the Licensor and keep the Licensor indemnified against all losses, claims, demands, actions, proceedings, damages, costs, expenses or other liability in any way arising from: (i) this licence; (ii) any breach of the Licensee's undertakings contained in clause 3; and/or (iii) the exercise of any rights given in clause 2; (n) to pay all costs incurred by LICENSEE and PROVIDER in setting up to the SERVICE for LICENSEE’s use and providing LICENSED DATA Licensor interest on the Licence Fee or other payments at the rate of 4 per cent per annum above the base rate of Royal bank of Scotland from time to LICENSEEtime calculated on a daily basis from the due date until payment if the Licensee shall fail to pay the Licence Fee or any other payments due under this licence within 7 days of the due date (whether formally demanded or not).

Licensee’s Obligations. As a material part of the consideration LICENSEE shall hold all information and proprietary materials received hereunder from ENZON (hereinafter "CONFIDENTIAL INFORMATION") in strictest confidence and shall not use such CONFIDENTIAL INFORMATION for any purpose other than under this Agreement, nor for any product other than PRODUCT, nor outside of the FIELD. CONFIDENTIAL INFORMATION shall not be disclosed to any persons other than (i) employees or agents of LICENSEE agrees or independent contractors employed by LICENSEE who have reasonable need for access to such information in connection with this Agreement and who are bound to LICENSEE by a written agreement of confidentiality containing terms consistent with those contained in this paragraph, and (ii) governmental authorities, as required, to obtain necessary regulatory clearances. LICENSEE shall keep any CONFIDENTIAL INFORMATION disclosed to LICENSEE by ENZON confidential during the term of this Agreement and for five (5) years following the termination of this Agreement for any reason; PROVIDED, HOWEVER, that ENZON may at any time agree in writing to a waiver of such requirement. Nothing in this Agreement shall prevent LICENSEE from making any disclosure of CONFIDENTIAL INFORMATION required by law; PROVIDED, HOWEVER, in the event LICENSEE is so required, LICENSEE shall provide ENZON with prompt notice so that ENZON may seek a protective order or other appropriate remedy and/or waive compliance with the provisions of this Agreement. In any event, LICENSEE shall furnish only that portion of the CONFIDENTIAL INFORMATION which is legally required in the opinion of LICENSEE's counsel. Notwithstanding the above, nothing in this Agreement shall in any way restrict the right of LICENSEE to use or disclose information that: (a) Will comply with at the National Association time of Realtor’s guidelines and PROVIDER’s rules and regulations in its utilization of the LICENSED DATA;disclosure by ENZON to LICENSEE had been published or publicly known; or (b) Will not knowingly permit any access is published, becomes publicly known, or otherwise becomes part of the public domain after disclosure by ENZON to the SERVICE by any person(s) other than AUTHORIZED USERS who have executed Subscriber Agreements with PROVIDER;LICENSEE through no fault of LICENSEE; or (c) Will not copy or make any usewas known to LICENSEE prior to the time of disclosure by ENZON, alteration, adaptation, addition, change or revision of the LICENSED DATA or CONFIDENTIAL INFORMATION, other than to make it available to AUTHORIZED USERS within the terms as demonstrated by written records. The obligation of this Agreement; (d) Will design and maintain its connection in such a way that it does not impair or damage the performance of the SERVICE in any way; (e) Will not enter into any license, sublicense, access, electronic connection or another agreement or arrangement which would permit access Section 8.3 shall apply equally to the SERVICE, or any portion thereof, to any party other than AUTHORIZED USERS and others as may be allowed by the terms of this Agreement; (f) Will not subcontract, assign, delegate or otherwise transfer any right or obligation under this Agreement without PROVIDER’s written consent, except as set forth in this Agreement; (g) Will establish and maintain firewalls, filters, and such additional and/or complementary security systems in place as may be reasonably necessary in order to provide reasonable assurances that the data is secure and the connection may not be used to access the SERVICE, except by AUTHORIZED USERS and those authorized by the terms of this Agreement; and (h) Will not use PROVIDER’s name or make any reference to PROVIDER or its LICENSED DATA or SERVICE in any manner, except as may be authorized in writing, by PROVIDER. (i) Will pay all costs incurred by LICENSEE and PROVIDER in setting up the SERVICE for LICENSEE’s use its AFFILIATES and providing LICENSED DATA to LICENSEEsublicensee.

Licensee’s Obligations. As a material part of the consideration for this AgreementAGREEMENT, LICENSEE agrees and IMLS hereby jointly and severally agree that LICENSEELICENSEE and IMLS: (a) Will comply with the National Association of Realtor’s guidelines and PROVIDER’s rules and regulations in its utilization of the LICENSED DATA; (b) a. Will not knowingly permit any access to the SERVICE through the connection or otherwise by any person(s) or entity other than AUTHORIZED END USERS who that have executed Subscriber Agreements valid subscriber agreements with PROVIDERIMLS; (c) b. Will not copy or make any use, alteration, adaptation, addition, change or revision of the LICENSED DATA or CONFIDENTIAL INFORMATIONdata in the SERVICE, other than to make it available to AUTHORIZED END USERS within the terms of this Agreementthat have executed valid subscriber agreements with IMLS; (d) Will c. LICENSEE will notify IMLS within a reasonable time before making any change in the electronic connection between the SERVICE and LICENSEE; d. LICENSEE will design and maintain its the connection in such a way that it does not impair or damage the performance of the SERVICE in any way; (e) Will e. LICENSEE will not enter into any license, sublicense, access, electronic connection or another other agreement or arrangement arrangement, the effect of which would be to permit access to the SERVICE, or any portion thereof, to any party other than AUTHORIZED END USERS and others as may be allowed by the terms of this Agreement;that have executed a valid subscriber agreement with IMLS; and (f) Will f. LICENSEE will not subcontract, assign, delegate or otherwise transfer any right or obligation under this Agreement without PROVIDERfirst obtaining IMLS’s prior written consent, except as set forth in this Agreement;; and (g) Will g. LICENSEE will establish and maintain firewalls, filters, and such additional and/or complementary security systems in place as may be reasonably necessary in order to provide reasonable assurances that the data is secure and the connection may not be used to access the SERVICE, except by AUTHORIZED END USERS and those authorized by the terms of this Agreement; and (h) Will not use PROVIDER’s name or make any reference to PROVIDER or its LICENSED DATA or SERVICE in any manner, except as may be authorized in writing, by PROVIDERthat have executed a valid subscriber agreement with IMLS. (i) Will pay all costs incurred by LICENSEE and PROVIDER in setting up the SERVICE for LICENSEE’s use and providing LICENSED DATA to LICENSEE.

Licensee’s Obligations. As a material part of the consideration for this Agreement, LICENSEE 1.13 The Licensee agrees that LICENSEEand undertakes: (a) Will comply with to the National Association Licensor the Licence Fee of Realtor’s guidelines and PROVIDER’s rules and regulations in its utilization of the LICENSED DATA;£ per calendar month payable without any deduction (b) Will not knowingly permit any access to pay the agree fee in connection with the supply of the studio in advance on the first day of each month the first such payment being for the first month following the Licence Fee Commencement Date to the SERVICE by any person(s) other than AUTHORIZED USERS who have executed Subscriber Agreements with PROVIDER;end of that month following such date (c) Will not copy or make any useto keep the Property clean, alteration, adaptation, addition, change or revision tidy and clear of the LICENSED DATA or CONFIDENTIAL INFORMATION, other than to make it available to AUTHORIZED USERS within the terms of this Agreementrubbish; (d) Will design and maintain its connection in such a way that it does not impair or damage to use the performance of Property other than for the SERVICE in any wayPermitted Use; (e) Will not enter into to make any license, sublicense, access, electronic connection alteration or another agreement or arrangement which would permit access addition whatsoever to the SERVICE, or any portion thereof, to any party other than AUTHORIZED USERS and others as may be allowed by the terms of this AgreementProperty; (f) Will not subcontractto display any advertisement, assignsignboards, delegate nameplate, inscription, flag, banner, placard, poster, signs or otherwise transfer any right notices at the Property or obligation under this Agreement elsewhere in the Centre without PROVIDER’s the prior written consent, except as set forth in this Agreement(email permissible) consent of the Licensor (such consent not to be unreasonably withheld or delayed); (g) Will establish and maintain firewalls, filters, and such additional and/or complementary security systems in place as not to do or permit to be done on the Property anything which is illegal or which may be reasonably necessary in order or become a nuisance (whether actionable or not), annoyance, inconvenience or disturbance to provide reasonable assurances that the data is secure and Licensor [or to tenants or occupiers of the connection may not be used to access the SERVICE, except by AUTHORIZED USERS and those authorized by the terms Centre or any owner or occupier of this Agreement; andneighbouring property; (h) Will not use PROVIDER’s name to cause or make permit to be caused any reference to PROVIDER or its LICENSED DATA or SERVICE in any manner, except as may be authorized in writing, by PROVIDER.damage to: (i) Will pay the Property, Centre or any neighbouring property; or (j) any property of the owners or occupiers of the Property, Centre or any (k) not to obstruct the Common Parts, make them dirty or untidy or leave any rubbish on them; (l) not to apply for any planning permission in respect of the Property; (m) not to do anything that will or might constitute a breach of any Necessary Consents affecting the Property or which will or might vitiate in whole or in part any insurance effected by the Licensor in respect of the Property and Centre from time to time; (n) to comply with all costs incurred by LICENSEE laws and PROVIDER with any recommendations of the relevant suppliers relating to the supply of electricity, gas, water, sewage, telecommunications and data and other services and utilities to or from the Property; (o) to observe any rules and regulations the Licensor makes and notifies to the Licensee from time to time governing the Licensee's use of the Property and the Common Parts; (p) to leave the Property in setting up a clean and tidy condition and to remove the SERVICE for LICENSEE’s use Licensee's furniture equipment and providing LICENSED DATA goods from the Property at the end of the Licence Period; (q) to LICENSEE.indemnify the Licensor and keep the Licensor indemnified against all losses, claims, demands, actions, proceedings, damages, costs, expenses or other liability in any way arising from: (i) this licence; (ii) any breach of the Licensee's undertakings contained in clause d; and/or (iii) the exercise of any rights given in clause 1.10; (s) not to do anything on or in relation to the Property that would or might cause the Licensor to be in breach of the tenant's covenants and the conditions contained in the Lease

Licensee’s Obligations. As a material part of the consideration for this Agreement, LICENSEE The Licensee agrees that LICENSEEand undertakes: (a) Will comply to pay: (i) to the Licensor the Licence Fee on demand; and (ii) to the relevant suppliers all costs in connection with the National Association supply and removal of Realtor’s guidelines electricity, gas, water, sewage, telecommunications and PROVIDER’s rules data and regulations in its utilization of other services and utilities to or from the LICENSED DATAProperty (if any); (b) Will not knowingly permit any access to keep the SERVICE by any person(s) other than AUTHORIZED USERS who have executed Subscriber Agreements with PROVIDERProperty clean, tidy and clear of rubbish; (c) Will not copy or make to provide to the Licensor copies of any use, alteration, adaptation, addition, change or revision keys used by the Licensee in relation to the Property (including for the avoidance of doubt the LICENSED DATA or CONFIDENTIAL INFORMATION, other than to make it available to AUTHORIZED USERS within the terms of this AgreementPavilion); (d) Will design and maintain its connection in such a way that it does not impair or damage to use the performance of Property other than for the SERVICE in any wayPermitted Use; (e) Will not enter into to make any license, sublicense, access, electronic connection alteration or another agreement or arrangement which would permit access addition whatsoever to the SERVICE, or any portion thereof, Property (including but not limited to any party other than AUTHORIZED USERS and others as may the Licensee’s Items) without the Licensor’s consent (not to be allowed by the terms of this Agreementunreasonably withheld); (f) Will not subcontractto display any advertisement, assignsignboards, delegate nameplate, inscription, flag, banner, placard, poster, signs or otherwise transfer any right notices at the Property without the prior written consent of the Licensor (such consent not to be unreasonably withheld or obligation under this Agreement without PROVIDER’s written consent, except as set forth in this Agreementdelayed); (g) Will establish and maintain firewalls, filters, and such additional and/or complementary security systems in place as not to do or permit to be done on the Property anything which is illegal or which may be reasonably necessary in order or become a nuisance (whether actionable or not), annoyance, inconvenience or disturbance to provide reasonable assurances that the data is secure and the connection may not be used to access the SERVICE, except by AUTHORIZED USERS and those authorized by the terms Licensor or any owner or occupier of this Agreement; andneighbouring property; (h) Will not use PROVIDER’s name to cause or make permit to be caused any reference to PROVIDER or its LICENSED DATA or SERVICE in any manner, except as may be authorized in writing, by PROVIDER.damage to: (i) Will pay the Property or any neighbouring property; or (ii) any property of the owners or occupiers of the Property or any neighbouring property; (i) not to apply for any planning permission in respect of the Property without the Licensor’s consent (not to be unreasonably withheld); (j) not to do anything that will or might constitute a breach of any Necessary Consents affecting the Property or which will or might vitiate in whole or in part any insurance effected by the Licensor in respect of the Property from time to time or the insurance effected by the Licensee in accordance with paragraph (o); (k) to comply with all costs laws and with any recommendations of the relevant suppliers relating to the supply and removal of electricity, gas, water, sewage, telecommunications and data and other services and utilities to or from the Property (if applicable); (l) to regularly inspect and maintain all equipment and buildings present at the Property and to generally keep the Property in a safe condition according to the likely users of the Property and to ensure it is fully compliant with all health and safety legislation; (m) to keep and maintain the Fencing (including any gates) at the Property in order to keep the Property secure and vermin-proof (including rabbits) which shall include a gorse-free boundary within the Property and adjacent to the Fencing so that gorse does not grow through and damage the Fencing SAVE THAT any breach of this clause during the Licence Period shall not entitle the Licensor to take any proceedings against the Licensee (including ending this agreement in accordance with clause 4.1(b)) on the proviso that, at the end of the Licence Period (howsoever it is determined), the Fencing is so repaired and any damage made good to the Licensor’s satisfaction in accordance with this clause. (n) to regularly mow all parts of the Property as are usually mown; (o) to effect and maintain a policy of insurance (approved by the Licensor) with the Licensor’s interest noted, in such sum and in respect of such liabilities as the Licensor deems necessary (acting reasonably) including but not limited to public liability arising from the Permitted Use, including in particular liability arising from use of the Play Equipment, and to provide a copy of the latest policy schedule and proof of payment to the Licensor upon demand (but not more than twice in any twelve-month period); (p) to observe any rules and regulations the Licensor makes and notifies to the Licensee from time to time governing the Licensee's use of the Property; (q) to leave the Property in a clean and tidy condition and to remove (a) the Licensee's furniture equipment and goods (including the Licensee’s Items) at the end of the Licence Period (unless otherwise instructed by the Licensor) and to make safe the Property at the end of the Licence Period and to make good (to the Licensor’s satisfaction) any damage caused in so doing; (r) to indemnify the Licensor and keep the Licensor indemnified against all losses, claims, demands, actions, proceedings, damages, costs, expenses or other liability in any way arising from: (i) this licence; (ii) any breach of the Licensee's undertakings contained in clause 3; (iii) the exercise of any rights given in clause 2; and/or (iv) any other liability incurred by LICENSEE and PROVIDER in setting up the SERVICE Licensor by virtue of its being the legal owner of the Property (save for LICENSEE’s use and providing LICENSED DATA acts or omissions of the Licensor itself). (s) to LICENSEEpay to the Licensor interest on any payments due under this Licence at the rate of 4% per cent per annum above the base rate of the Bank of England from time to time calculated on a daily basis from five working days of the due date (whether formally demanded or not).

Licensee’s Obligations. As a material part of the consideration for this Agreement, LICENSEE agrees that LICENSEE: (a) Will comply with the National Association of Realtor’s guidelines and PROVIDER’s rules and regulations in its utilization of the LICENSED DATADATA as stated in Attachment 1: IDX Rules; (b) Will not knowingly permit any access to the SERVICE by any person(s) other than AUTHORIZED USERS who have executed Subscriber Agreements with PROVIDER; (c) Will not copy or make any use, alteration, adaptation, addition, change or revision of the LICENSED DATA or CONFIDENTIAL INFORMATION, other than to make it available to AUTHORIZED USERS within the terms of this Agreement; (d) Will design and maintain its connection in such a way that it does not impair or damage the performance of the SERVICE in any way; (e) Will not enter into any license, sublicense, access, electronic connection or another agreement or arrangement which would permit access to the SERVICE, or any portion thereof, to any party other than AUTHORIZED USERS and others as may be allowed by the terms of this Agreement; (f) Will not subcontract, assign, delegate or otherwise transfer any right or obligation under this Agreement without PROVIDER’s written consent, except as set forth in this Agreement; (g) Will establish and maintain firewalls, filters, and such additional and/or complementary security systems in place as may be reasonably necessary in order to provide reasonable assurances that the data is secure and the connection may not be used to access the SERVICE, except by AUTHORIZED USERS and those authorized by the terms of this Agreement; and (h) Will not use PROVIDER’s name or make any reference to PROVIDER or its LICENSED DATA or SERVICE in any manner, except as may be authorized in writing, by PROVIDER. (i) Will pay all costs incurred by LICENSEE and PROVIDER in setting up the SERVICE for LICENSEE’s use and providing LICENSED DATA to LICENSEE.

Licensee’s Obligations. As a material part of the consideration for this Agreement, LICENSEE The Licensee agrees that LICENSEEand undertakes: (a) Will comply to pay: (i) To the Licensor the Licence Fee payable without any deduction in advance on the first day of each year and proportionately for any period of less than a year the first such payment being for the period from the Licence Fee Commencement Date to the end of the year following such date together with such VAT as may be payable on the Licence Fee; and (ii) To the relevant suppliers all costs in connection with the National Association supply of Realtor’s guidelines electricity, gas, water, sewage, telecommunications and PROVIDER’s rules data and regulations in its utilization of other services and utilities to or from the LICENSED DATAProperty (if any); (b) Will not knowingly permit any access to keep the SERVICE by any person(s) other than AUTHORIZED USERS who have executed Subscriber Agreements with PROVIDERProperty clean, tidy and clear of rubbish; (c) Will not copy or make any use, alteration, adaptation, addition, change or revision of to use the LICENSED DATA or CONFIDENTIAL INFORMATION, Property other than to make it available to AUTHORIZED USERS within for the terms of this AgreementPermitted Use; (d) Will design and maintain its connection in such a way that it does not impair to make any alteration or damage addition whatsoever to the performance of Property without the SERVICE in any wayLicensor’s prior written consent; (e) Will not enter into to display any licenseadvertisement, sublicensesignboards, accessnameplate, electronic connection inscription, flag, banner, placard, poster, signs or another agreement or arrangement which would permit access to notices at the SERVICE, or any portion thereof, to any party other than AUTHORIZED USERS and others as may be allowed by Property without the terms prior written consent of this Agreementthe Licensor; (f) Will not subcontractto do or permit to be done on the Property anything which is illegal, assignimmoral or which may be or become a nuisance, delegate (whether actionable or otherwise transfer not) damage, annoyance, inconvenience or disturbance to the Licensor or any right owner or obligation under this Agreement without PROVIDER’s written consent, except as set forth in this Agreementoccupier of neighbouring property; (g) Will establish and maintain firewalls, filters, and such additional and/or complementary security systems not to apply for any planning permission in place as may be reasonably necessary in order to provide reasonable assurances that respect of the data is secure and Property without the connection may not be used to access the SERVICE, except by AUTHORIZED USERS and those authorized by the terms of this Agreement; andLicensor’s prior written approval; (h) Will not use PROVIDER’s name to do anything that will or make might constitute a breach of any reference Necessary Consents affecting the Property or which will or might vitiate in whole or in part any insurance effected by the Licensor in respect of the Property from time to PROVIDER or its LICENSED DATA or SERVICE in any manner, except as may be authorized in writing, by PROVIDER.time; (i) Will pay to comply with all costs incurred by LICENSEE laws and PROVIDER in setting up with any recommendations of the SERVICE for LICENSEErelevant suppliers relating to the supply of electricity, gas, water, sewage, telecommunications and data and other services and utilities to or from the Property (if any); (j) to observe any reasonable rules and regulations the Licensor makes and notifies to the Licensee from time to time governing the Licensee’s use of the Property; (k) to leave the property in a clean and providing LICENSED DATA tidy condition and to LICENSEEremove the Licensee’s furniture, equipment and goods from the Property at the end of the Licence Period; (l) to indemnify the Licensor and keep the Licensor indemnified against all losses, claims, demands, actions, proceedings, damages, costs, expenses or other liability in any way arising from: (i) this licence; (ii) any breach of the licensee’s undertakings contained in clause 3; and/or (iii) the exercise of any rights given in clause 2; (m) to pay to the Licensor interest on the Licence fee or other payments at the rate of 4% per annum above the base rate of Barclays Bank PLC from time to time calculated on a daily basis from the due date until payment if the Licensee shall fail to pay the Licence Fee or any other payments due under this Licence within 28 days of the due date (whether formally demanded or not). (n) to be responsible for maintaining the land referred to in this Licence and any equipment or buildings on the land of a temporary or permanent nature and to be responsible for the costs thereof. (o) to promote and facilitate use, without charge, of the recreational field and any play-ground facilities for informal recreational and community use by residents of Glapthorn Parish. (p) to make the playing field, car park and other facilities available to Glapthorn School at a charge to be determined by the Licensee. (q) to make the playing field and other facilities available for organised sports activities at a charge to be determined by the Licensee. (r) to maintain the playing field to a suitable standard to allow organised team games by the school or sports clubs. (s) to be responsible at the licensees expense for ensuring all conditions specified in the planning permission (East Northamptonshire Council reference 19/00055/FUL) continue to be met to the satisfaction of East Northamptonshire Council or any successor Local Planning Authority. (t) to ensure the car park is available i. to parents when delivering or collecting pupils from the school ii. for occasional visitors to the school iii. without charge, for users of the recreational facilities on the site, and

Licensee’s Obligations. As a material part The LICENSEE is obligated to: 1. Keep staff trained for the use of the consideration SOFTWARE and for communication with the LICENSOR, and provide all documentation, reports and other information, whenever any problems occur with the SOFTWARE, that relate to the circumstances in which the problems occurred, aiming to facilitate and expedite the adjustments needed; 2. Maintain, at its expense, telecommunication line, internet modem, communication software, e-mail address and other resources necessary to communicate with LICENSOR; 3. Respond for the INFORMATION and data entered into the SOFTWARE, as for its registration, permissions, passwords and mode of use of its users, including, but not limited to, the information provided regarding the cloud credentials and other Technology Partners. The LICENSOR will under no circumstances be responsible for the content (INFORMATION, passwords, copies of information, etc.) included in the SOFTWARE by LICENSEE, therefore, this AgreementINFORMATION will not be revised at any time by LICENSOR. The responsibility for the INFORMATION inserted or excluded in the SOFTWARE is always of the LICENSEE, who is the only one responsible for the backup of the information, especially before the exclusion. The LICENSOR will not be responsible for the storage of any information deleted by the LICENSEE; 4. Make sure that it is not prohibited by legal and/or contractual determination to pass data to LICENSOR, which are necessary for the execution of the service offered by this XXXX; 5. To guarantee the regularity of the personal data inserted in the SOFTWARE, especially with regard to compliance with the terms of the applicable Law of Protection of personal Data (Brazilian Law No. 13.709/2018); 6. At any time the LICENSOR may block access to the SOFTWARE if it finds any practice by the LICENSEE, or any third party, of violation of this XXXX and/or any attempt of fraud or gives the impression that it is an attempt, not reducing this action the responsibility of the LICENSEE agrees for its acts; 7. Not to use the SOFTWARE in any way that LICENSEE:may imply an illicit act, infringement, violation of rights or damages to the LICENSOR or third parties, including, but not limited to, the use for invasion of a computer device with the purpose of obtaining, tampering with or destroying data or information without the express authorization of the owner of such data or the device or server in which they are stored; (a) Will 8. Do not publish, send or transmit any file that contains viruses, worms, Trojan horses or any other program that may contaminate, destroy or interfere with the proper functioning of the SOFTWARE; 9. Inform the LICENSOR whenever there is any change in the INFORMATION provided to the LICENSOR and that may prevent, limit or prejudice the LICENSOR's access to the INFORMATION necessary for the execution of the functionalities offered by the SOFTWARE; 10. To strictly comply with the National Association Brazilian legislation and any legal obligation imposed and/or arising from its activity and due to the use of Realtorthis SOFTWARE; 11. If the LICENSEE suspects that it’s guidelines credentials (login and PROVIDER’s rules and regulations password) to access the SOFTWARE have been stolen or are known to others, for any reason, the LICENSEE must immediately communicate such fact to the LICENSOR, without prejudice to changing your password immediately, through the SOFTWARE; 12. To use the resources offered by the SOFTWARE, in its utilization relation to the issuance, disablement, correction, contingency, cancellation of tax documents, details of the LICENSED DATA; (b) Will not knowingly permit any access to regions served, versions of the SERVICE by any person(s) other than AUTHORIZED USERS who have executed Subscriber Agreements with PROVIDER; (c) Will not copy or make any SOFTWARE, offline use, alterationbackup of information implemented, adaptationamong others, addition, change the LICENSEE must verify and keep informed through the site xxxx.xxxxx.xxxxx or revision of the LICENSED DATA or CONFIDENTIAL INFORMATION, other than to make it available to AUTHORIZED USERS within our call center. Once accept the terms of this Agreement; (d) Will design and maintain its connection in such a way that it does not impair or damage the performance XXXX, this also guarantees acceptance of the SERVICE in any way; (e) Will not enter into any license, sublicense, access, electronic connection or another agreement or arrangement which would permit access to the SERVICE, or any portion thereof, to any party other than AUTHORIZED USERS and others product specifications as may be allowed by the terms of this Agreement; (f) Will not subcontract, assign, delegate or otherwise transfer any right or obligation under this Agreement without PROVIDER’s written consent, except as set forth in this Agreement; (g) Will establish and maintain firewalls, filters, and such additional and/or complementary security systems in place as may be reasonably necessary in order to provide reasonable assurances that the data is secure and the connection may not be used to access the SERVICE, except by AUTHORIZED USERS and those authorized by the terms of this Agreement; and (h) Will not use PROVIDER’s name or make any reference to PROVIDER or its LICENSED DATA or SERVICE in any manner, except as may be authorized in writing, by PROVIDERdefined on our website. (i) Will pay all costs incurred by LICENSEE and PROVIDER in setting up the SERVICE for LICENSEE’s use and providing LICENSED DATA to LICENSEE.