Common use of Client Responsibilities Clause in Contracts

Client Responsibilities. ` 9.1 CLIENT will ensure that: 9.1.1 CLIENT shall, except as otherwise provided in an Order Form, (a) be responsible for all Users' compliance with this AGREEMENT; (b) be solely responsible for the accuracy, quality, integrity and legality of CLIENT content and of the means by which CLIENT acquired CLIENT content; (c) use commercially reasonable efforts to prevent unauthorized access to or use of the SERVICE, and notify COMPANY promptly of any such unauthorized access or use, and (d) use the SERVICE only in accordance with applicable laws and government regulations and any instruction manuals which COMPANY may provide. 9.1.2 CLIENT shall not (a) make the SERVICE available to anyone other than Users, (b) sell, resell, rent or lease the SERVICE, use the SERVICE to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third party privacy rights, (d) use the SERVICE to store or transmit malicious code, (e) interfere with or disrupt the integrity or performance of the SERVICE or third party content contained therein, or (f) attempt to gain unauthorized access to the SERVICE or its related systems or networks. 9.2 It shall be the responsibility of CLIENT to be familiar with and abide by all applicable local, national and international laws and regulations (including but not limited to policies and laws related to the privacy of personal information of Users) in relation to the use of the SERVICE. CLIENT is solely responsible for all acts or omissions that occur under CLIENT’s account for use of the SERVICE. COMPANY does not and will not interpret any laws, rules, or regulations for CLIENT, and CLIENT is ultimately responsible for making informed decisions regarding the data collection of Users and the legalities of such collection, use or disclosure. CLIENT herein represents, covenants, and warrants that CLIENT shall use the SERVICE only in compliance with this AGREEMENT, any applicable Order Form(s), and all applicable Addenda and/or Appendices.

Client Responsibilities. ` 9.1 CLIENT will ensure that: 9.1.1 CLIENT shall, except as otherwise provided in an Order Form, (a) be responsible for all Users' compliance with this AGREEMENT; (b) be solely responsible for the accuracy, quality, integrity and legality of CLIENT content and of the means by which CLIENT acquired CLIENT content; (c) use commercially reasonable efforts to prevent unauthorized access to or use of the SERVICE, and notify COMPANY promptly of any such unauthorized access or use, and (d) use the SERVICE only in accordance with applicable laws and government regulations and any instruction manuals which COMPANY may provide. 9.1.2 CLIENT shall not (a) make the SERVICE available to anyone other than Users, (b) sell, resell, rent or lease the SERVICE, use the SERVICE to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third party privacy rights, (d) use the SERVICE to store or transmit malicious code, (e) interfere with or disrupt the integrity or performance of the SERVICE or third party content contained therein, or (f) attempt to gain unauthorized access to the SERVICE or its related systems or networks. 9.2 It shall be the responsibility of CLIENT to be familiar with and abide by all applicable local, national and international laws and regulations (including but not limited to policies and laws related to the privacy of personal information of Users) in relation to the use of the SERVICE. CLIENT is solely responsible for all acts or omissions that occur under CLIENT’s account for use of the SERVICE. COMPANY does not and will not interpret any laws, rules, or regulations for CLIENT, and CLIENT is ultimately responsible for making informed decisions regarding the data collection of Users and the legalities of such collection, use or disclosure. CLIENT herein represents, covenants, and warrants that CLIENT shall use the SERVICE only in compliance with this AGREEMENT, any applicable Order Form(s), and all applicable Addenda and/or Appendices.

Client Responsibilities. ` 9.1 CLIENT will ensure that: 9.1.1 CLIENT shall, except as otherwise provided in an Order Form, (a) be responsible for all Users' compliance with this AGREEMENT; (b) be solely responsible for the accuracy, quality, integrity and legality of CLIENT content and of the means by which CLIENT acquired CLIENT content; (c) use commercially reasonable efforts to prevent unauthorized access to or use of the SERVICE, and notify COMPANY promptly of any such unauthorized access or use, and (d) use the SERVICE only in accordance with applicable laws and government regulations and any instruction manuals which COMPANY may provide. 9.1.2 . CLIENT shall not (a) make the SERVICE available to anyone other than Users, (b) sell, resell, rent or lease the SERVICE, use the SERVICE to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third party privacy rights, (d) use the SERVICE to store or transmit malicious code, (e) interfere with or disrupt the integrity or performance of the SERVICE or third party content contained therein, or (f) attempt to gain unauthorized access to the SERVICE or its related systems or networks. 9.2 It shall be the responsibility of CLIENT to be familiar with and abide by all applicable local, provincial, state, national and international laws and regulations (including but not limited to policies and laws related to the privacy of personal information of Users) in relation to the use of the SERVICE. SERVICE and CLIENT is are solely responsible for all acts or omissions that occur under CLIENT’s CLIENT account for use of the SERVICE. COMPANY does not and will not interpret any laws, rules, or regulations for CLIENT, and CLIENT is ultimately responsible for making informed decisions regarding the data collection of Users and the legalities of such collection, use or disclosure. . 9.3 CLIENT herein represents, covenants, and warrants that CLIENT shall use the SERVICE only in compliance with this AGREEMENT, any applicable Order Form(s), and all other applicable Addenda and/or Appendiceslaws (including but not limited to policies and laws related to the privacy of personal information of Users). In any event, CLIENT shall not use the SERVICE in a manner which will result in a violation of any laws or regulation respecting such SERVICE. 9.4 If COMPANY processes any personal information of Users as part of the SERVICE, it is agreed that the intention shall be for CLIENT to be the data controller and for COMPANY to be a data processor and in any such case: (a) CLIENT shall, in use or receipt of the SERVICE, process personal data in accordance with the requirements of applicable law, and CLIENT shall furthermore ensure that CLIENT instructions for the processing of personal data shall comply with all applicable laws. CLIENT shall have sole responsibility for the accuracy, quality, and legality of personal data and the means by which CLIENT acquired personal data from Users; (b) CLIENT shall ensure entitlement to collect the relevant personal data of Users so that COMPANY may lawfully use, process, disclose and transfer the personal data in accordance with the AGREEMENT, any relevant order form(s), the Data Processing Agreement (if applicable) and the COMPANY privacy policy on CLIENT behalf. CLIENT shall ensure that Users have been informed of and, if legally required, have given their consent to, such use, processing, disclosure and transfer as required by all applicable laws; (c) CLIENT acknowledges and understands that emails that are sent through the SERVICE to Users may generate abuse complaints from recipients. COMPANY will, within a reasonable timeframe, share with CLIENT the e-mail addresses of those who complain or wish to opt- out of receiving future messages and provide reasonable assistance to CLIENT to fulfil any legal obligation. CLIENT agrees to respond to requests by individuals exercising their legal rights under applicable legislation; (d) CLIENT acknowledges and agrees that the personal information of Users may be transferred or stored outside the country where CLIENT and the Users are located in order to carry out the SERVICEs and our other obligations under this AGREEMENT; (e) CLIENT acknowledge that, save as provided in Clause 5.2, COMPANY shall only disclose the personal information of Users to Third-Party Contractors, sub-processors or professional advisors where such disclosure is required for COMPANY to provide CLIENT with the SERVICE under this AGREEMENT or to comply with legal obligations. A complete list of Third-Party Contractors, sub-processors and professional advisors will be maintained on COMPANY’s support site, and is available upon request. Any changes to this list will be made Thirty (30) days prior to data being exchanged with the Third Party. By subscribing to the support site, CLIENT will receive notification of these changes and will have Ten (10) days to object. Failure to object will signify acceptance of the changes; (f) Each party shall take appropriate technical and organizational measures against unauthorized or unlawful processing or disclosure of the personal information or its accidental loss, destruction or damage or corruption (“Reportable Breach(s)”) and to ensure the security of such data; and (g) CLIENT acknowledge and agree that COMPANY may use CLIENT data and content to conduct analysis for the benefit of CLIENT business, which may include general, anonymous determinations of location, gender, business affiliations, etc. Without prejudice to the rights CLIENT grant to COMPANY under this AGREEMENT including under Clause 5.2, CLIENT hereby grant to COMPANY the right to conduct such analytics and to provide CLIENT email address lists to third parties solely for the purpose of conducting such analysis for the benefit of CLIENT business.

Client Responsibilities. ` 9.1 CLIENT will ensure that: 9.1.1 ` CLIENT shall, except as otherwise provided in an Order Form, (a) be responsible for all Users' compliance with this AGREEMENT; (b) be solely responsible for the accuracy, quality, integrity and legality of CLIENT content and of the means by which CLIENT acquired CLIENT content; (c) use commercially reasonable efforts to prevent unauthorized access to or use of the SERVICE, and notify COMPANY promptly of any such unauthorized access or use, and (d) use the SERVICE only in accordance with applicable laws and government regulations and any instruction manuals which COMPANY may provide. 9.1.2 CLIENT shall not (a) make the SERVICE available to anyone other than Users, (b) sell, resell, rent or lease the SERVICE, use the SERVICE to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third party privacy rights, (d) use the SERVICE to store or transmit malicious code, (e) interfere with or disrupt the integrity or performance of the SERVICE or third party content contained therein, or (f) attempt to gain unauthorized access to the SERVICE or its related systems or networks. 9.2 It shall be the responsibility of CLIENT to be familiar with and abide by all applicable local, national and international laws and regulations (including but not limited to policies and laws related to the privacy of personal information of Users) in relation to the use of the SERVICE. CLIENT is solely responsible for all acts or omissions that occur under CLIENT’s account for use of the SERVICE. COMPANY does not and will not interpret any laws, rules, or regulations for CLIENT, and CLIENT is ultimately responsible for making informed decisions regarding the data collection of Users and the legalities of such collection, use or disclosure. CLIENT herein represents, covenants, and warrants that CLIENT shall use the SERVICE only in compliance with this AGREEMENT, any applicable Order Form(s), and all applicable Addenda and/or Appendices.