Common use of AGREEMENTS WITH CUSTOMERS Clause in Contracts

AGREEMENTS WITH CUSTOMERS. 4.1 The VAR will be responsible for, and will enter into appropriate agreements with Customers that will govern their purchase, license and/or lease of the Products from the VAR (the “Customer Agreements”). The Customer Agreement must be written terms and conditions applicable to the resale, marketing and use of the Products that: 4.1.1 is at least as restrictive and protective of the Company’s rights under this Agreement and Third Party Vendor’s rights under the ▇▇▇▇; 4.1.2 makes no representations or warranties on the Company or Third Party Vendor’s behalf; 4.1.3 does not grant any rights in or to the Products beyond the scope of those contained in this Agreement; and 4.1.4 requires Customers to agree to comply with the terms of the ▇▇▇▇. 4.2 The VAR will track and record acceptance by Customers of the Customer Agreements. 4.3 The resale, marketing and/or use of the Products by the VAR and its Customers is, in each case, subject to additional terms and conditions including, without limitation, ▇▇▇▇ and/or terms of service, applicable to such Products that are referenced in the this Agreement or that are made available by the Third Party Vendor for the Products. 4.4 Additional terms of authorized use of the Products, the fees and other charges for the Products, any special payment terms, the scope of use, and the numbers, types and identifiers of permitted users, applications, servers, devices, capacity and locations at or through which the VAR is permitted to market, resell and/or use the Products and the Customers are permitted to use the Products may be specified in the applicable Supplement and/or order process through which the Products are purchased. 4.5 The VAR and the Customers may not use or otherwise access the Products and/or Services in a manner that exceeds the authorized use. If authorized use of the Products and/or Services is exceeded, then the VAR will promptly notify the Company and immediately: 4.5.1 disable or correct impermissible use; or 4.5.2 purchase additional Products and/or Services to correspond to actual use. 4.6 Failure of the VAR’s Customers to pay for the Products and/or Services purchased will not relieve the VAR of its obligation to pay the Company for the Products and/or Services ordered by or through the VAR. The VAR is responsible for providing support services to its Customers.