Downloaded Data definition
Examples of Downloaded Data in a sentence
Subscriber shall use its reasonable endeavors to keep any Downloaded Data secure and to prevent any third party duplicating or otherwise reproducing in whole or in part Downloaded Data or any part thereof other than for the exercise of the rights granted by this Agreement, and shall use its reasonable endeavors to prevent whether by act or omission such duplication or reproduction except as permitted by the terms of this Agreement.
In all instances, the License Term for use of the Downloaded Data will terminate upon any termination or expiration of the Agreement.
At the end of the 180-day Evaluation Period, Recursion must either return the Downloaded Data to Tempus or license them pursuant to an Order Form and the terms and conditions set forth herein.
Following the Effective Date, Recursion will establish, to the extent not already established, a secure environment (the “Recursion Environment”), which will be subject to industry best-practices technical and administrative security safeguards, to enable Recursion to carry out the Permitted Use activities described in this Exhibit, including accessing the Downloaded Data and for Permitted Uses.
Recursion may download Downloaded Data for a period of 180 days from the date of download (the “Evaluation Period”).
Recursion may not exceed [***] downloaded records of Downloaded Data at any one time (the “Downloaded Data Cap”).
In the event of such termination for convenience by the Client, Client will pay to Tempus an amount equal to (a) $[***] per unique record of Downloaded Data that Client has downloaded prior to termination less (b) the sum of any Annual License Fees paid prior to termination (the “Early Termination Fee”).
Upon request of Downloaded Data files, ▇▇▇▇▇▇ will deliver the requested files as promptly as possible [***].
If Recursion wants to exceed [***] records, it must return an equal number of records of Downloaded Data so that the maximum number of records of Downloaded Data in the Recursion Environment at any time does not exceed [***].
Additionally, Recursion will not be permitted to access more than an aggregate total of [***] unique records of Downloaded Data during the Term (collectively, the “Multi-Modal Record Category”), unless otherwise agreed upon by the Parties.