|
information (including, the Customer's name,
<br />email address, account password, and other
<br />contact information). Customer
<br />acknowledges and agrees that the
<br />information provided to Company is accurate,
<br />complete, and not misleading, and that
<br />Company will, and will require that its
<br />Authorized Users, keep such information
<br />accurate and up to date at all times. Each
<br />account created by a Authorized User is
<br />personal to that specific individual and may
<br />not be transferred, sold or otherwise
<br />assigned to or shared with any other
<br />individual or entity. Customer is solely
<br />responsible for maintaining the
<br />confidentiality of its account and password
<br />and those of its Authorized Users, and
<br />Customer accepts responsibility for all
<br />activities that occur under its and its Users'
<br />accounts. Customer will immediately notify
<br />Company upon becoming aware, or having a
<br />reasonable basis to believe, that its or its
<br />Users' accounts are no longer secure.
<br />2.4. Use Restrictions. Except as otherwise
<br />explicitly provided in this Agreement or as
<br />may be expressly permitted by applicable law,
<br />Customer will not, and will not permit or
<br />authorize third parties or its Users to: (a)
<br />rent, lease, or otherwise permit third parties
<br />to use the Services or related Documentation;
<br />(b) use the Services to provide services to
<br />third parties (e.g., as a service bureau); (c)
<br />use the Services for any benchmarking
<br />activity or in connection with the
<br />development of any competitive product; (d)
<br />circumvent or disable any security or other
<br />technological features or measures of the
<br />Services; (e) reverse engineer, decompile,
<br />disassemble or otherwise attempt to discover
<br />the source code, object code or underlying
<br />structure, ideas, know how or algorithms
<br />relevant to the Services or any software,
<br />Documentation or data related to the
<br />Services; or (f) remove any proprietary
<br />notices or labels included as part of the
<br />Services. Company may immediately suspend
<br />access to or use of the Service by Customer
<br />and its Authorized Users upon notice to
<br />Customer for any breach of this Section 2.4.
<br />Nothing described herein shall prevent or
<br />prohibit Santa Ana's concurrent use of other
<br />third -party recreation software systems
<br />during the term of this agreement.
<br />2.5. Reservation of Rights. Company grants to
<br />Customer a limited right to use the Services
<br />and related Documentation under this
<br />Agreement. Customer will not have any rights
<br />to the Services, related Documentation, or
<br />Usage Data except as expressly granted in this
<br />Agreement. Customer acknowledges that all
<br />right, title and interest in and to all works of
<br />authorship, inventions, discoveries,
<br />improvements, methods, processes, formulas,
<br />designs, techniques, information, and other
<br />intellectual property (a) conceived,
<br />discovered, developed or otherwise made (as
<br />necessary to establish authorship,
<br />inventorship, or ownership) by Company,
<br />solely or in collaboration with others, in the
<br />course of performing the Services; or (b) that
<br />form all or part of a deliverable provided
<br />as part of the Services, whether developed as
<br />part of the Services or separately, but
<br />excluding third party materials, and all
<br />derivatives thereof as well as the
<br />Documentation and Usage Data is and shall
<br />remain exclusively with Company. Company
<br />reserves to itself all rights to the Services,
<br />related Documentation, and Usage Data not
<br />expressly granted to Customer in accordance
<br />with this Agreement.
<br />2.6. Feedback If Customer or any of its
<br />Authorized Users provides any feedback to
<br />Company concerning the functionality and
<br />performance of the Services (including
<br />identifying potential errors and
<br />improvements), Customer hereby grants
<br />Company an unrestricted, perpetual,
<br />irrevocable, non-exclusive, fully paid -up,
<br />royalty -free license to exploit such feedback
<br />in any manner and for any purpose, including
<br />to improve the Services and create other
<br />products and services. Company will have no
<br />obligation to provide Customer or its
<br />Authorized Users with attribution for any
<br />such feedback.
<br />
|