Common use of Access Key Clause in Contracts

Access Key. 4.1 Access to the Site requires the use of an Access Key consisting of: a Customer Identification Code; a User Identification Code; and a Password a Password; and a Key (being a digipass, electronic key or other means of secure access to the site). 4.2 This Site Access Key shall be provided by the Purchaser to the person expressly appointed by the Seller for such purpose (hereinafter referred to as the “Administrator”. This Access Key will be personal and confidential. The Administrator appointed by the Seller agrees to take all necessary steps to keep the said Access Key confidential. 4.3 The Seller has the right, under its sole responsibility, to allow the Administrator to designate one or more Users and to grant them access to the Site and to all or part of the Services based on the specific duties that the Users perform for the Seller. In such event, the Administrator appointed by the Seller shall create and provide an Access Key as indicated above to each User. The Administrator’s name shall be indicated on a “User form” as per a template to be provided by the Purchaser, which must be duly completed by the Seller and provided upon request of the Purchaser. 4.4 The Seller hereby undertakes, on its behalf and on behalf of the Entitles Using the Site, to: take all steps necessary to protect access to all information contained on the Site, keep the said information confidential and avoid all unauthorised or fraudulent use of the Site using the Access Key provided to the Seller by the Purchaser; not use, transfer, provide, or assign to any third party whatsoever, even free of charge, the right to access and use the Site granted pursuant to this Agreement unless the Purchaser has granted its prior written authorisation; not grant to any third party whatsoever access to the Service(s) on the Site, Access Keys or any information or documentation contained on the Site; be fully personally liable for any use of the Access Key by any third parties whatsoever; take all steps necessary to protect the confidentiality of the Access Key; change Administrator and all User Access Keys if the Seller suspects and/or becomes aware of the disclosure of the Access Key or the loss, theft, or any unauthorised use thereof; immediately notify the Purchaser of any disclosure, loss or theft of the Access Key so that it may take all the steps necessary to suspend all Instructions received on the Site. If the Seller fails to do so, the Purchaser shall not be held liable for having acted based on any instructions appearing to have been received from the Seller. Furthermore, the Seller undertakes to take all useful and necessary steps to ensure that the Users authorised by the Administrator, as provided for herein, comply with the obligations set out above.

Appears in 2 contracts

Sources: Uncommitted Receivables Purchase Agreement (Luxoft Holding, Inc), Uncommitted Receivables Purchase Agreement (Luxoft Holding, Inc)