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Last modified
10/26/2021 9:09:32 AM
Creation date
10/26/2021 9:08:46 AM
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Contracts
Company Name
WASABI TECHNOLOGIES
Contract #
N-2021-206
Agency
Information Technology
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DocuSign Envelope ID. F0136FD6-FF73-4038-BOE7-FD6CED5477F4 <br />correct reproducible failures of the Wasabi Service to perform in substantial accordance with its Documentation. <br />Premium support may be purchased from or through Wasabi for an additional fee. Further, Wasabi itself and through <br />its Affiliates will use reasonable efforts to schedule maintenance to the Wasabi Service during non -peak usage hours. <br />Wasabi may temporarily limit or suspend the availability of all or part of the Wasabi Service, without liability, if it is <br />necessary for reasons of public safety, security, maintenance of the Wasabi Service, interoperability of services, data <br />protection, or to perform work that is necessary for operational or technical reasons. <br />3. Security and Data Privacy <br />3.1 Wasabi Security. (a) Without limiting your obligations under Section 4.2 or the terms of Section 10, we will <br />implement reasonable and appropriate measures designed to help you secure Your Content against accidental or <br />unlawful loss, access or disclosure. (b) However, we cannot guarantee that unauthorized third parties will never be <br />able to defeat our safeguards or use the Customer Account and/or Your Content for improper purposes. You provide <br />your Customer Account details and Your Content to us at your own risk, and you are responsible for properly <br />configuring and using the Wasabi Service and otherwise taking appropriate action to secure, protect and backup your <br />Customer Account(s) and Your Content in a manner that will provide appropriate security and protection, which might <br />include use of encryption to protect Your Content from unauthorized access and routinely archiving Your Content. <br />3.2 Data Privacy. You may specify the Wasabi regions in which Your Content will be stored. You consent to the <br />storage of Your Content in, and transfer of Your Content into, the Wasabi regions you select. When choosing Wasabi <br />regions outside of the European Union, you acknowledge that you are responsible for understanding applicable law(s) <br />and regulation(s) concerning the transfer of Your Content and have expressly consented with the storage and transfer <br />of Your Content outside of the European Union. <br />3.3 Access of Customer Data. We will not access or use Your Content except as necessary to maintain or provide the <br />Wasabi Service (including as set forth in Section 1.5), or as necessary to comply with applicable laws, rules or <br />regulations, or governmental orders. We will not move Customer Content from the Wasabi regions selected by you, <br />except in each case as necessary to comply with applicable laws, rules or regulations, or governmental orders. Unless <br />it would violate any of the foregoing, we will give you notice of any legal requirement or order regarding disclosure of <br />Customer Data. <br />4. License Grant; Acknowledgment <br />4.1 License of Your Content. You grant to Wasabi a worldwide, non-exclusive, royalty -free, frilly -paid up, <br />transferable and sublicensable right to use and store Your Content (subject to Section 3.3) for the purpose of <br />performing this Agreement, improving the Wasabi Service, and as otherwise provided in Wasabi's privacy policy <br />located at wasabi.com/legal/privacy-policy (and any successor or related locations designated by us), as may be <br />updated by us from time to time (the "Privacy Policy"). You retain all rights Your Content, subject to the rights <br />granted to us in this Agreement with respect to the performance of our obligations. You may modify or remove the <br />Your Content via the Customer Account. Your Content will be irretrievably deleted upon (i) you or your Authorized <br />User's deletion of Your Content or (ii) cancellation or termination of the Customer Account, or (ii) cancellation or <br />termination of the Customer Account, provided, prior notice shall be provided if the termination is not pursuant to <br />Section 7.2 (c) or Section 7.4. <br />4.2 Restrictions. You acknowledge and agree that you shall not, and shall ensure your Authorized Users do not: (i) <br />access or use the Wasabi Service in any manner or for any purpose other than expressly permitted by the <br />Documentation; (ii) change, modify or otherwise create derivative works of all or any portion of the Wasabi Service; <br />(iii) modify, disassemble, decompile or reverse engineer any part of the Wasabi Service or apply any other process or <br />procedure to derive source code of any software included in Wasabi Service (except solely to the extent permitted by <br />applicable law); (iv) access or use the Wasabi Service in a way intended to avoid exceeding usage limits or quotas; (v) <br />use Wasabi Service in order to build a similar or competitive application or service; or (vi) remove, tamper with or <br />alter any disabling mechanism or circumvent any technical protection measures associated with the Wasabi Service, or <br />otherwise use any tool to enable features or fimctionalities that are otherwise disabled in Wasabi Service. <br />You further acknowledge and agree that, unless otherwise expressly agreed or otherwise permitted by Wasabi, in <br />writing (x) resell or sublicense the Wasabi Service; or (y) remove or alter any proprietary notices (e.g., copyright and <br />trademark notices) pertaining to the Wasabi Service. <br />4.3 Loe-ln Credentials and Account Keys. Any log -in credentials and private keys provided to you by Wasabi or <br />generated by the Wasabi Service are for your internal use only and you will not sell, transfer or sublicense them to any <br />other entity or person, except that you may disclose your private key to your agents and subcontractors performing <br />work on your behalf. <br />July 2021 <br />
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