PRODUCTS & SOFTWARE. 5.1. Where the Customer requests the Supplier to provide any Products in connection with the Services, the Customer agrees that all use of such Products will be in strict accordance with the applicable terms of use (including any restrictions therein) and that it will not do or permit to be done anything which may breach the terms of use or comprise a misuse of the Products. Applicable third party terms of use are available at xxxxx://xxx.xxxxxxxxxx.xxx/legal/third-party-terms. All usage shall be at the Customer’s sole risk. The Customer is responsible for assessing the appropriateness and suitability of the Products and the Supplier provides no warranty or representations in relation thereto.
5.2. The Supplier hereby grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable right to use the Software only to the extent reasonably required for the use of the Services by the Customer, subject to and in accordance with the terms of the Agreement.
5.3. The Customer shall not, without the Supplier’s prior written consent:
(a) license, sub-license sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit the Products or the Software, or
(b) allow the Products or the Software to become the subject of any charge, lien or encumbrance; or
(c) access all or any part of the Products or the Software in order to build a product or service which competes with that of the Supplier.
5.4. The Customer shall:
(a) use all reasonable endeavours to prevent any unauthorised access to, or use of, the Products or the Software and, in the event of any such unauthorised access or use, shall promptly notify the Supplier; and
(b) pay, for broadening the scope of the licences granted under this Agreement to cover any unauthorized use, an amount equal to the fees which the Supplier would have levied (in accordance with its normal commercial terms then current) had it licensed any such unauthorised use on the date when such use commenced.
5.5. The Customer shall ensure it is legally entitled to use any software used by it in relation to the Services and on the request of the Supplier it will certify that it complies with the requirements of this clause and will if required provide the Supplier with copies of the relevant licences or other contracts and such other information as may be reasonably required in order to establish compliance.
5.6. Any Third Party Products comprised in or forming part of the Services will be u...
PRODUCTS & SOFTWARE. Notwithstanding other provisions herein, unless otherwise agreed by the Parties, the price of Products purchased does not include monies for the payment of any sales/use tax on Products being purchased. Duke Energy shall provide Ambient with Duke Energy’s direct pay permit (depending on which legal entity is purchasing the Product or Software) or exemption certificate where applicable. Duke Energy will pay all applicable taxes on Products when due to the proper taxing authorities.
