Common use of System Access Clause in Contracts

System Access. If either Party (or any of its Affiliates or representatives) are at any time given access (each in such capacity, a “Guest User”) to the other Party’s computer system(s) or software (collectively, “Systems”) in connection with the performance of this Agreement, such Guest User shall comply with the other Party’s (each in such capacity, a “Host”) Systems security policies, procedures and requirements which the Host makes available to the Guest User from time to time. Each Party acknowledges and agrees, on behalf of itself and its representatives, that it shall not access, or attempt to access, any of the other Party’s or its Affiliates’ Systems without the prior written consent of the other Party (such consent to be granted or withheld in such Party’s sole discretion). Each Party shall limit access to the other Party’s and its Affiliates’ Systems to those representatives with a need to have such access in connection with the performance of its obligations or receipt of Scheduled Services, and any such access shall only be for purposes directly related to the performance of its obligations or receipt of the Scheduled Services. Each Party agrees not to, and shall cause its representatives not to, access or manipulate the other Party’s and/or any of its Affiliates’ data without the other Party’s written permission, except as required to perform its obligations under this Agreement or as agreed between the Parties in advance in writing.

System Access. If either the Service Provider or the Receiving Party (or any of its Affiliates or representatives) are at any time given access (each in such capacity, a “Guest User”) to the other Partyother’s computer system(s) ), Software or software data processing systems (collectively, “Systems”) in connection with the performance of this Agreement, such Guest User shall comply with the other Partyparty’s (each in such capacity, a “Host”) Systems security policies, procedures and requirements which the Host makes available to the Guest User in writing from time to timetime within a reasonable period following such receipt. Such Guest User shall be responsible for the compliance of any of its officers, agents, contractors or employees that are given access. Each Party acknowledges and agrees, on behalf of itself and its representativesRepresentatives, that it shall not access, or attempt to access, any of the other Party’s or its Affiliates’ Systems without the prior written consent of the other Party (Party; provided, that to the extent such consent to be granted or withheld in access is reasonably necessary for the performance of such Party’s sole discretion)obligations or receipt of the Services, such consent shall not be unreasonably withheld, conditioned or delayed. Each Party shall limit access to the other Party’s and its Affiliates’ Systems to those representatives Representatives with a need to have such access in connection with the performance of its obligations or receipt of Scheduled Services, and any such access shall only be for purposes directly related to the performance of its obligations or receipt of the Scheduled Services. Each Party agrees not to, and shall to cause its representatives Representatives not to, access or manipulate the other Party’s and/or any of its Affiliates’ data without the other Party’s written permission, except as required to perform its obligations or receive the benefits, as applicable, under this Agreement or as agreed between the Parties in advance in writing.