Common use of RESTRICTIONS AND RESPONSIBILITIES Clause in Contracts

RESTRICTIONS AND RESPONSIBILITIES. 2.1 Use of the Network is subject to limits that are specified in the applicable Subscription Agreement. Unless otherwise specified in the applicable Subscription Agreement, the Network may not be accessed by more than the number of Rovers specified in the applicable Subscription Agreement. If Subscriber exceeds a contractual usage limit, Provider may work with Subscriber to seek to reduce Subscriber’s usage so that it conforms to that limit. If, notwithstanding these efforts, Subscriber is unable or unwilling to abide by a contractual usage limit, Subscriber will execute a Subscription Agreement for additional quantities of Rovers promptly upon request, and/or pay any invoice for excess usage in accordance with this Subscription Agreement. Additional Rovers may be purchased during the Term by signing an additional Subscription Agreement and paying the additional fees for such additional Rovers. 2.2 Subscriber will: (a) be responsible for its users’ compliance with this Subscription Agreement; (b) use commercially reasonable efforts to prevent unauthorized access to or use of the Network, and notify Provider promptly of any such unauthorized access or use; (c) use the Network only in accordance with this Subscription Agreement, Provider’s published policies in effect from time-to-time and applicable laws and government rules and regulations; and (d) provide Provider with assistance, information and materials that are reasonably requested as necessary to effectively provide the Network. 2.3 Subscriber will not, directly or indirectly, do any of the following: (a) make the Network available to, or use the Network for the benefit of, anyone other than Subscriber or its authorized Rovers; (b) sell, resell, license, sublicense, distribute, rent or lease the Network without Provider’s written approval; (c) interfere with or disrupt the integrity or performance of any the Network; (d) attempt to gain unauthorized access to the Network; or (e) permit direct or indirect access to or use of the Network in a way that circumvents a contractual usage limit. 2.4 Subscriber will not, directly or indirectly: (a) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Network or any software, documentation or data related to the Network (“Software”); (b) modify, translate, or create derivative works based on the Network or any Software (except to the extent expressly permitted by Provider or authorized within the Network); or (c) use the Network or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third party. 2.5 Although Provider has no obligation to monitor Subscriber’s use of the Network, Provider may do so and may prohibit any use of the Network it believes may be (or alleged to be) in violation of this Section 2 or any other provision in this Subscription Agreement. 2.6 Subscriber shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Network (collectively, “Equipment”). Subscriber shall also be responsible for maintaining the security of the Equipment, Subscriber account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of Subscriber account or the Equipment with or without Subscriber’s knowledge or consent.

Appears in 9 contracts

Samples: Subscription Agreement, Subscription Agreement, Subscription Agreement

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