MSP License. If an Order indicates that Software is to be used by Customer as a managed service provider, Customer shall be granted a License to use such Software and the associated Documentation to provide Management Services (an “MSP License”). “Management Services” include, without limitation, application, operating system, and database implementation, performance tuning, and maintenance services provided by Customer to its customers (each, a “Client”). Each MSP License is governed by the terms of this Agreement and the MSP terms in the Product Guide. If an Order for an MSP License expressly permits Customer to install copies of the Software on its Clients’ equipment or to provide its Clients access to the Software, then Customer shall ensure that (i) each Client only uses the Software and Documentation as part of the Management Services provided to it by Customer, (ii) such use is subject to the restrictions and limitations contained in this Agreement, including, but not limited to those in the Export Section of this Agreement, and the applicable Order, and (iii) each Client cooperates with Provider during any compliance review that may be conducted by Provider or its designated agent. At the conclusion of any Management Services engagement with a Client, Customer shall promptly remove any Software installed on its Client’s computer equipment or require the Client to do the same. Customer agrees that it shall be jointly and severally liable to Provider for the acts and omissions of its Clients in connection with their use of the Software and Documentation and shall, at its expense, defend Provider against any action, suit, or claim brought against Provider by a Client in connection with or related to Customer’s Management Services and pay any final judgments or settlements as well as Provider’s expenses in connection with such action, suit, or claim.

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MSP License. If you are a service provider or managed service provider ( collectively. "MSP") that provides software and systems management services to third parties, you may, subject to the terms and conditions of this Agreement, use the Software, Documentation and any associated Authentication Component in the performance of the foregoing services for a single customer at any one time. In the event that the MSP deploys and uses the Software through a hosted environment, the MSP shall provide the name and location of their customer for whom the Software will be used. Deployment for the purposes of servicing multiple customers concurrently per Software license is prohibited. MSP shall not permit their customers to access and/or use the Software directly, either via a hosted software solution or a hosted or leased hardware solution.

MSP License. If an MSP License is specifically identified in an Order, Customer shall be granted a License to use the Software identified in the Order and the associated Documentation as a managed service provider (“MSP”) to provide software and systems management services, including, without limitation, application, operating system, and database implementation, performance tuning, and maintenance services (“Management Services”), for the benefit of the single named client stated in the Order (“Client”), pursuant to the terms of this Agreement and the MSP Use Terms in the Product Guide.

MSP License. If you have obtained a specific MSP license, you may use the Software to provide managed services to others. You may install the Software either at the Your facilities or at Your Customer’s facilities as outlined in the relevant Schedule executed between you and IR, but operated solely by the You, subject to limitations set out in this Agreement. You will provide a current user list to IR on a monthly basis or upon the request of IR, that lists the number of user(s) or endpoint(s) being managed by You on behalf of the Your Customer(s). IR may prescribe additional terms on your use of MSP Software by separate agreement.

MSP License. If an Order indicates that Software is to be used by Customer as a managed service provider, Customer shall be granted a

MSP License. F5 grants to MSP a non-exclusive, non-transferable license to: (i) install the Software at MSP’s data center or locations controlled by MSP (or its End Users) within the Authorized Territory and use the Products and Support in compliance with the applicable XXXX, EUSA, or other terms of service delivered with the Product, solely for the purpose of providing Managed Services to Customers in the Authorized Territory; (ii) reproduce a reasonable number of copies of the Documentation to allow MSP to support use of the Managed Services and for training purposes, provided all such copies contain the same proprietary notices which appear on the original material provided by F5; (iii) market the Products solely as part of Managed Services in the Authorized Territory; and (iv) reproduce and modify the Documentation to (a) insert MSP’s branding and contact information and (b) to integrate it into the documentation for the Managed Services for distribution to End Users, provided that such documentation contains proprietary rights notices sufficient to protect F5’s rights in and to the Documentation. MSP may grant End Users the right to use and access the Products solely as necessary for their receipt of the Managed Services consistent with the terms of the XXXX or EUSA, as applicable. Where an End User has purchased Products and engages MSP for Managed Services, F5 hereby grants to MSP a non-exclusive, non- transferable, revocable license, to install and use the Software in providing Managed Services to such End User from MSP's data center(s) or at the End User's designated location(s). Notwithstanding anything in Section 10.10 of the Agreement to the contrary, if MSP provides Managed Services to an End User via MSP-owned perpetual license(s), MSP may, on notice to F5, assign such license(s) to the End User upon expiration or termination of MSP’s agreement with the End User.

MSP License. During the Subscription Term, Subscriber may permit Subscriber’s or its Affiliate’s managed services provider (“Subscriber MSP”) to install, execute and use the 2Ring Product on servers owned or operated by Subscriber, Subscriber’s Affiliates, or Subscriber MSP, provided that: (a) Subscriber MSP has entered into an enforceable written agreement with Subscriber or its Affiliate (the “MSP Agreement”), that requires Subscriber MSP to comply with the terms and conditions of this Agreement, including Section 2.3 below, (b) Subscriber MSP expressly agrees: (i) not to use the 2Ring Product except for Subscriber Operations, (ii) not to merge the 2Ring Product with other software, (iii) not to distribute, sublicense, lease, rent, loan, or otherwise transfer the 2Ring Product to any third party or make the 2Ring Product available to any third party as part of any time-sharing or service bureau arrangement, and (iv) to make 2Ring a third party beneficiary of the MSP Agreement with respect to the 2Ring Product, with the right to enforce the MSP Agreement to the extent 2Ring may deem such enforcement necessary or advisable to protect its rights in or related to the 2Ring Product; and (c) Subscriber agrees that any non- compliance by Subscriber MSP with the terms hereof will be deemed a breach by Subscriber of this Agreement. Subscriber may not, at any given time, permit more than one Subscriber MSP from installing and using the 2Ring Product. Before transferring the 2Ring Product to any Subscriber MSP, End User shall: (1) notify 2Ring in writing of the name and address of the Subscriber MSP, and (2) uninstall any copies of the 2Ring Product from servers owned or operated by Subscriber or its Affiliates, provided that Subscriber may keep one (1) copy of the 2Ring Product solely for its backup purposes. At 2Ring’s written request, Subscriber shall require Subscriber MSP to uninstall and return all copies of the 2Ring Product to Subscriber. If the Authorized Reseller of Subscriber’s 2Ring Subscription is also providing or will provide managed services for such 2Ring Product to Subscriber, Subscriber acknowledges and agrees that this Section 2.2 shall apply to, and Subscriber shall require compliance in accordance with this Section 2.2 from, such Authorized Reseller.

MSP License. If an Order indicates that Software is to be used by Customer as a managed service provider, Customer shall be granted a License to use such Software and the associated Documentation to provide Management Services (an “MSP License”). “Management Services” include, without limitation, application, operating system, and database implementation, performance tuning, and maintenance services provided by Customer to its customers (each, a “Client”). If an Order indicates that an MSP License will be used to support a specific Client, Customer may not Use the MSP License to support any Client other than the Client named on the Order. Customer shall ensure that (i) each Client only uses the Software and Documentation as part of the Management Services provided to it by Customer, (ii) such use is subject to the restrictions and limitations contained in this Agreement, including, but not limited to those in the Export Section of this Agreement, and the applicable Order, and (iii) each Client cooperates with Provider during any compliance review that may be conducted by Provider or its designated agent. At the conclusion of any Management Services engagement with a Client, Customer shall promptly remove any Software installed on its Client’s computer equipment or require the Client to do the same. Customer agrees that it shall be liable to Provider for the acts and omissions of its Clients in connection with their use of the Software and Documentation and shall, at its expense, indemnify and defend Provider against any action, suit, or claim brought against Provider by a Client in connection with or related to Customer’s Management Services and pay any final judgments or settlements as well as Provider’s expenses in connection with such action, suit, or claim. For MSP Licenses, (i) Customer shall be solely responsible for supporting its Client, including but not limited to, conducting all activities required to install the Software and for providing any training to its Client and any system integrators regarding the installation, use and operation of the Software; (ii) Customer will provide Management Services to its Client in a manner that does not degrade the goodwill and reputation of Provider or the Software and will not undertake any action that would impair or disrupt Provider's relationship with its customers or potential customers; and (iii) Customer will make no representations or warranties related to the Software in excess of Provider’s representations or w...

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