Common use of Grant of Rights and Restrictions Clause in Contracts

Grant of Rights and Restrictions. 2.1 Subject to the terms of the Agreement and the applicable License Type(s) set forth on the Order Form, Talend grants to Customer solely for its internal business operations a non-exclusive, non-transferable (a) right to access and use the Cloud Service; (b) license to use the Cloud Service Client solely as required to use the Cloud Service; (c) license to use the Software, Work Product, Materials; (d) license to use and create derivative works of the Talend Accelerators solely in conjunction with the Subscription Services; and (e) perpetual license to use Generated Code. Notwithstanding the foregoing, in the event Customer has purchased Subscription Services for commercial use (as identified on an Order Form), Customer shall be permitted to use the Subscription Service to provide third party services in cases where such third parties access the Customer-provided applications or services, but where such third parties do not have the ability to install, configure, manage or have direct access to the Subscription Services or Generated Code (“Commercial Use”). The Software and Cloud Service Client may include open source software not owned by Talend that is subject to separate license terms which must be accepted when using the Software and/or Cloud Service Client in order to use such open source software. The applicable open source software licenses will not materially or adversely affect Customer’s ability to exercise its rights in the Subscription Services. Customer is responsible for its Authorized Users’ compliance with the terms and conditions of the Agreement. 2.2 Customer grants to Talend, including its Affiliates and subcontractors, a non-exclusive, non-transferable, world-wide right to process and disclose Customer Data for the limited purpose of providing the Cloud Service. Customer will collect and maintain all personal data contained in Customer Data in compliance with applicable data privacy and protection laws. 2.3 The Subscription Services and Documentation may be modified by Talend, provided that any such modification does not materially reduce the service level commitments, support, or overall level of beneficial service provided to Customer prior to such modification. 2.4 Except as otherwise set forth in the Agreement, with respect to the Software, Cloud Service, Cloud Service Client, Work Product, Generated Code, and Materials Customer and its Authorized Users shall not (a) make derivative works, disassemble, decompile, reverse engineer, modify, or copy (in whole or in part); (b) transfer, sell, license, distribute, outsource, permit timesharing or service bureau use, or otherwise commercially exploit, or make them available to any third party; or (c) transmit any content or data that is unlawful or infringes any intellectual property rights, or that contains software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs, or otherwise circumvent or endanger their operation or security. Customer and its Authorized Users shall not (i) use the Subscription Services in any manner except as expressly permitted under the Agreement, (ii) use Talend Open Studio to process or utilize Generated Code; (iii) use Talend Accelerators with Talend Open Studio; (iv) use the Software or Cloud Service to process or utilize Unsupported Code, except that Customer may conduct a one-time initial import of the Unsupported Code to the Software or Cloud Service; (v) share access credentials of Authorized Users with any other individuals or third parties; (vi) attempt to circumvent, disable, or defeat any limitations encoded into the Software Subscription Key; or (vii) assign, transfer, or distribute any Materials provided to a specific Authorized User to any third party or any other Authorized Users. 2.5 Software is only available via electronic download and will not be available to Customer in any other format. The Software Subscription Key is required to enable the Software and only valid during the Subscription Term. Upon activation of the Software, a software module (“Use Manager”) will provide certain information to Talend regarding the system environment in which the Software is operating and will monitor the use and security of the Software without capturing or transmitting any Customer data to Talend. 2.6 The following applies to any Subscription Services provided on a trial, beta or evaluation basis: (a) Customer may only use such Subscription Services for the limited purpose of evaluating the Subscription Services during the Subscription Term for its own use; (b) such Subscription Services may not be used for production purposes; (c) the license for any Generated Code created during use of such Subscription Services shall terminate upon expiration of the Subscription Term, unless Customer moves to a paid Subscription Term, in which case, the license shall be as set forth in 2.1(e); (d) Customer shall not use a Cloud Service provided under this Section to process Customer Data subject to any data privacy laws or regulations; (e) Talend reserves the right in its discretion to (i) modify the Cloud Service trial environment and/or the applicable Subscription Services; and (ii) revoke access to such Subscription Services, at any time.

Grant of Rights and Restrictions. 2.1 Subject to the terms of the Agreement and the applicable License Type(s) set forth on the Order Form, Talend grants to Customer solely for its internal business operations a non-exclusive, non-transferable (a) right to access and use the Cloud Service; (b) license to use the Cloud Service Client solely as required to use the Cloud Service; (c) license to use the Software, Work Product, and Materials; (d) license to use and create derivative works of the Talend Accelerators solely in conjunction with the Subscription Services; and (e) perpetual license to use Generated Code. Notwithstanding the foregoing, in the event Customer has purchased Subscription Services for commercial use (as identified on an Order Form), Customer shall be permitted to use the Subscription Service to provide third party services in cases where such third parties access the Customer-Customer- provided applications or services, but where such third parties do not have the ability to install, configure, manage or have direct access to the Subscription Services or Generated Code (“Commercial Use”). The Software and Cloud Service Client may include open source software not owned by Talend that is subject to separate license terms which must be accepted when using the Software and/or Cloud Service Client in order to use such open source software. The applicable open source software licenses will not materially or adversely affect Customer’s ability to exercise its rights in the Subscription Services. Customer is responsible for its Authorized Users’ compliance with the terms and conditions of the Agreement. 2.2 Customer grants to Talend, including its Affiliates and subcontractors, a non-exclusive, non-transferable, world-wide right to process and disclose Customer Data for the limited purpose of providing the Cloud Service. Customer will collect and maintain all personal data contained in Customer Data in compliance with applicable data privacy and protection laws. 2.3 The Subscription Services and Documentation may be modified by Talend, provided that any such modification does not materially reduce the service level commitments, support, or overall level of beneficial service provided to Customer prior to such modification. 2.4 Except as otherwise set forth in the Agreement, with respect to the Software, Cloud Service, Cloud Service Client, Work Product, Generated Code, and Materials Materials, Customer and its Authorized Users shall not (a) make derivative works, disassemble, decompile, reverse engineer, modify, or copy (in whole or in part); (b) transfer, sell, license, distribute, outsource, permit timesharing or service bureau use, or otherwise commercially exploit, or make them available to any third party; or (c) transmit any content or data that is unlawful or infringes any intellectual property rights, or that contains software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs, or otherwise circumvent or endanger their operation or security. Customer and its Authorized Users shall not (i) use the Subscription Services in any manner except as expressly permitted under the Agreement, (ii) use Talend Open Studio to process or utilize Generated Code; (iii) use Talend Accelerators with Talend Open Studio; (iv) use the Software or Cloud Service to process or utilize Unsupported Code, except that Customer may conduct a one-time initial import of the Unsupported Code to the Software or Cloud Service; (v) share access credentials of Authorized Users with any other individuals or third parties; (vi) attempt to circumvent, disable, or defeat any limitations encoded into the Software Subscription Key; or (vii) assign, transfer, or distribute any Materials provided to a specific Authorized User to any third party or any other Authorized Users. 2.5 Software is only available via electronic download and will not be available to Customer in any other format. The Software Subscription Key is required to enable the Software and only valid during the Subscription Term. Upon activation of the Software, a software module (“Use Manager”) will provide certain information to Talend regarding the system environment in which the Software is operating and will monitor the use and security of the Software without capturing or transmitting any Customer data to Talend. 2.6 The following applies to any Subscription Services provided on a trial, beta or evaluation basis: (a) Customer may only use such Subscription Services for the limited purpose of evaluating the Subscription Services during the Subscription Term for its own use; (b) such Subscription Services may not be used for production purposes; (c) the license for any Generated Code created during use of such Subscription Services shall terminate upon expiration of the Subscription Term, unless Customer moves to a paid Subscription Term, in which case, the license shall be as set forth in 2.1(e); (d) Customer shall not use a Cloud Service provided under this Section to process Customer Data subject to any data privacy laws or regulations; and (e) Talend reserves the right in its discretion to (i) modify the Cloud Service trial environment and/or the applicable Subscription Services; and (ii) revoke access to such Subscription Services, at any time.

Grant of Rights and Restrictions. 2.1 Subject to the terms of the Agreement and the applicable License Type(s) set forth on the Order Form, Talend grants to Customer solely for its internal business operations a non-exclusive, non-transferable (a) right to access and use the Cloud Service; (b) license to use the Cloud Service Client solely as required to use the Cloud Service; (c) license to use the Software, Work Product, and Materials; (d) license to use and create derivative works of the Talend Accelerators solely in conjunction with the Subscription Services; and (e) perpetual license to use Generated Code. Notwithstanding the foregoing, in the event Customer has purchased Subscription Services for commercial use (as identified on an Order Form), Customer shall be permitted to use the Subscription Service to provide third party services in cases where such third parties access the Customer-Customer- provided applications or services, but where such third parties do not have the ability to install, configure, manage or have direct access to the Subscription Services or Generated Code (“Commercial Use”). The Software and Cloud Service Client may include open source software not owned by Talend that is subject to separate license terms which must be accepted when using the Software and/or Cloud Service Client in order to use such open source software. The applicable open source software licenses will not materially or adversely affect Customer’s ability to exercise its rights in the Subscription Services. Customer is responsible for its Authorized Users’ compliance with the terms and conditions of the Agreement. 2.2 Customer grants to Talend, including its Affiliates and subcontractors, a non-exclusive, non-transferable, world-wide right to process and disclose Customer Data for the limited purpose of providing the Cloud Service. Customer will collect and maintain all personal data contained in Customer Data in compliance with applicable data privacy and protection laws. 2.3 The Subscription Services and Documentation may be modified by Talend, provided that any such modification does not materially reduce the service level commitments, support, or overall level of beneficial service provided to Customer prior to such modification. 2.4 Except as otherwise set forth in the Agreement, with respect to the Software, Cloud Service, Cloud Service Client, Work Product, Generated Code, and Materials Materials, Customer and its Authorized Users shall not (a) make derivative works, disassemble, decompile, reverse engineer, modify, or copy (in whole or in part); (b) transfer, sell, license, distribute, outsource, permit timesharing or service bureau use, or otherwise commercially exploit, or make them available to any third party; or (c) transmit any content or data that is unlawful or infringes any intellectual property rights, or that contains software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs, or otherwise circumvent or endanger their operation or security. Customer and its Authorized Users shall not (i) use the Subscription Services in any manner except as expressly permitted under the Agreement, (ii) use Talend Open Studio to process or utilize Generated Code; (iii) use Talend Accelerators with Talend Open Studio; (iv) use the Software or Cloud Service to process or utilize Unsupported Code, except that Customer may conduct a one-time initial import of the Unsupported Code to the Software or Cloud Service; (v) share access credentials of Authorized Users with any other individuals or third parties; (vi) attempt to circumvent, disable, or defeat any limitations encoded into the Software Subscription Key; or (vii) assign, transfer, or distribute any Materials provided to a specific Authorized User to any third party or any other Authorized Users. 2.5 Software is only available via electronic download and will not be available to Customer in any other format. The Software Subscription Key is required to enable the Software and only valid during the Subscription Term. Upon activation of the Software, a software module (“Use Manager”) will provide certain information to Talend regarding the system environment in which the Software is operating and will monitor the use and security of the Software without capturing or transmitting any Customer data to Talend. 2.6 The following applies to any Subscription Services provided on a trial, beta or evaluation basis: (a) Customer may only use such Subscription Services for the limited purpose of evaluating the Subscription Services during the Subscription Term for its own use; (b) such Subscription Services may not be used for production purposes; (c) the license for any Generated Code created during use of such Subscription Services shall terminate upon expiration of the Subscription Term, unless Customer moves to a paid Subscription Term, in which case, the license shall be as set forth in 2.1(e); (d) Customer shall not use a Cloud Service provided under this Section to process Customer Data subject to any data privacy laws or regulations; and (e) Talend reserves the right in its discretion to (i) modify the Cloud Service trial environment and/or the applicable Subscription Services; and (ii) revoke access to such Subscription Services, at any time.

Grant of Rights and Restrictions. 2.1 Subject to the terms of the Agreement and the applicable License Type(s) set forth on the Order Form, Talend grants to Customer solely for its internal business operations a non-exclusive, non-transferable (a) right to access and use the Cloud Service; (b) license to use the Cloud Service Client solely as required to use the Cloud Service; (c) license to use the Software, Work Product, Materials; (d) license to use and create derivative works of the Talend Accelerators solely in conjunction with the Subscription Services; and (e) perpetual license to use Generated Code. Notwithstanding the foregoing, in the event Customer has purchased Subscription Services for commercial use (as identified on an Order Form)Commercial Use, Customer shall be permitted to use the Subscription Service to provide third party services in cases where such third parties access the Customer-provided applications or services, but where such third parties do not have the ability to install, configure, manage or have direct access to the Subscription Services or Generated Code (“Commercial Use”)Code. The Software and Cloud Service Client may include open source software not owned by Talend that is subject to separate license terms which must be accepted when using the Software and/or Cloud Service Client in order to use such open source softwareterms. The applicable open source software licenses will not materially or adversely affect Customer’s ability to exercise its rights in the Subscription Services. Customer is responsible for its Authorized Users’ Users compliance with the terms and conditions of the Agreement. 2.2 Customer grants to Talend, including its Affiliates and subcontractors, a non-exclusive, non-transferable, world-wide right to process and disclose Customer Data for the limited purpose of providing the Cloud Service. Customer will collect and maintain all personal data contained in Customer Data in compliance with applicable data privacy and protection laws. 2.3 The Subscription Services and Documentation Talend Policies may be modified by Talend, provided that any such modification does not materially reduce the service level commitments, support, or overall level of beneficial service provided to Customer prior to such modification. 2.4 Except as otherwise set forth in the Agreement, with respect to the Software, Cloud Service, Cloud Service Client, Work Product, Generated Code, and Materials Customer and its Authorized Users shall not (a) make derivative works, disassemble, decompile, reverse engineer, modify, or copy (in whole or in part); (b) transfer, sell, license, distribute, outsource, permit timesharing or service bureau use, or otherwise commercially exploit, or make them available to any third party; or (c) transmit any content or data that is unlawful or infringes any intellectual property rights, or that contains software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs, or otherwise circumvent or endanger their operation or security. Customer and its Authorized Users shall not (i) use the Subscription Services in any manner except as expressly permitted under the Agreement, (ii) use Talend Open Studio to process or utilize Generated Code; (iii) use Talend Accelerators with Talend Open Studio; (iv) use the Software or Cloud Service to process or utilize Unsupported Code, except that Customer may conduct a one-time initial import of the Unsupported Code to the Software or Cloud Service; (v) share access credentials of Authorized Users with any other individuals or third parties; (vi) attempt to circumvent, disable, or defeat any limitations encoded into the Software Subscription Key; or (vii) assign, transfer, or distribute any Materials provided to a specific Authorized User to any third party or any other Authorized Users. 2.5 Software is only available via electronic download and will not be available to Customer in any other format. The Software Subscription Key is required to enable the Software and only valid during the Subscription Term. Upon activation of the Software, a software module (“Use Manager”) will provide certain information to Talend regarding the system environment in which the Software is operating and will monitor the use and security of the Software without capturing or transmitting any Customer data to Talend. 2.6 The following applies to any Subscription Services provided on a trial, beta or evaluation basis: (a) Customer may only use such Subscription Services for the limited purpose of evaluating the Subscription Services during the Subscription Term for its own use; (b) such Subscription Services may not be used for production purposes; (c) the license for any Generated Code created during use of such Subscription Services shall terminate upon expiration of the Subscription Term, unless Customer moves to a paid Subscription Term, in which case, the license shall be as set forth in 2.1(e); (d) Customer shall not use a Cloud Service provided under this Section to process Customer Data subject to any data privacy laws or regulations; (e) Talend reserves the right in its discretion to (i) modify the Cloud Service trial environment and/or the applicable Subscription Services; and (ii) revoke access to such Subscription Services, at any time.

Grant of Rights and Restrictions. 2.1 Subject to the terms of the Agreement and the applicable License Type(s) set forth on the Order Form, Talend grants to Customer solely for its internal business operations a non-exclusive, non-transferable (a) right to access and use the Cloud Service; (b) license to use the Cloud Service Client solely as required to use the Cloud Service; (c) license to use the Software, Work Product, Materials; (d) license to use and create derivative works of the Talend Accelerators solely in conjunction with the Subscription Services; and (e) perpetual license to use Generated Code. Notwithstanding the foregoing, in the event Customer has purchased Subscription Services for commercial use (as identified on an Order Form)Commercial Use, Customer shall be permitted to use the Subscription Service to provide third party services in cases where such third parties access the Customer-provided applications or services, but where such third parties do not have the ability to install, configure, manage or have direct access to the Subscription Services or Generated Code (“Commercial Use”)Code. The Software and Cloud Service Client may include open source software not owned by Talend that is subject to separate license terms which must be accepted when using the Software and/or Cloud Service Client in order to use such open source software. The applicable open source software licenses will not materially or adversely affect Customer’s ability to exercise its rights in the Subscription Services. Customer is responsible for its Authorized Users’ Users compliance with the terms and conditions of the Agreement. 2.2 Customer grants to Talend, including its Affiliates and subcontractors, a non-exclusive, non-transferable, world-wide right to process and disclose Customer Data for the limited purpose of providing the Cloud Service. Customer will collect and maintain all personal data contained in Customer Data in compliance with applicable data privacy and protection laws. 2.3 The Subscription Services and Documentation may be modified by Talend, provided that any such modification does not materially reduce the service level commitments, support, or overall level of beneficial service provided to Customer prior to such modification. 2.4 Except as otherwise set forth in the Agreement, with respect to the Software, Cloud Service, Cloud Service Client, Work Product, Generated Code, and Materials Customer and its Authorized Users shall not (a) make derivative works, disassemble, decompile, reverse engineer, modify, or copy (in whole or in part); (b) transfer, sell, license, distribute, outsource, permit timesharing or service bureau use, or otherwise commercially exploit, or make them available to any third party; or (c) transmit any content or data that is unlawful or infringes any intellectual property rights, or that contains software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs, or otherwise circumvent or endanger their operation or security. Customer and its Authorized Users shall not (i) use the Subscription Services in any manner except as expressly permitted under the Agreement, (ii) use Talend Open Studio to process or utilize Generated Code; (iii) use Talend Accelerators with Talend Open Studio; (iv) use the Software or Cloud Service to process or utilize Unsupported Code, except that Customer may conduct a one-time initial import of the Unsupported Code to the Software or Cloud Service; (v) share access credentials of Authorized Users with any other individuals or third parties; (vi) attempt to circumvent, disable, or defeat any limitations encoded into the Software Subscription Key; or (vii) assign, transfer, or distribute any Materials provided to a specific Authorized User to any third party or any other Authorized Users. 2.5 Software is only available via electronic download and will not be available to Customer in any other format. The Software Subscription Key is required to enable the Software and only valid during the Subscription Term. Upon activation of the Software, a software module (“Use Manager”) will provide certain information to Talend regarding the system environment in which the Software is operating and will monitor the use and security of the Software without capturing or transmitting any Customer data to Talend. 2.6 The following applies to any Subscription Services provided on a trial, beta or evaluation basis: (a) Customer may only use such Subscription Services for the limited purpose of evaluating the Subscription Services during the Subscription Term for its own use; (b) such Subscription Services may not be used for production purposes; (c) the license for any Generated Code created during use of such Subscription Services shall terminate upon expiration of the Subscription Term, unless Customer moves to a paid Subscription Term, in which case, the license shall be as set forth in 2.1(e); (d) Customer shall not use a Cloud Service provided under this Section to process Customer Data subject to any data privacy laws or regulations; (e) Talend reserves the right in its discretion to (i) modify the Cloud Service trial environment and/or the applicable Subscription Services; and (ii) revoke access to such Subscription Services, at any time.

Grant of Rights and Restrictions. 2.1 Subject to the terms of the Agreement and the applicable License Type(s) set forth on the Order Form, Talend grants to Customer solely for its internal business operations a non-exclusive, non-transferable (a) right to access and use the Cloud Service; (b) license to use the Cloud Service Client solely as required to use the Cloud Service; (c) license to use the Software, Work Product, Materials; (d) license to use and create derivative works of the Talend Accelerators solely in conjunction with the Subscription Services; and (e) perpetual license to use Generated Code. Notwithstanding the foregoing, in the event Customer has purchased Subscription Services for commercial use (as identified on an Order Form)Commercial Use, Customer shall be permitted to use the Subscription Service to provide third party services in cases where such third parties access the Customer-provided applications or services, but where such third parties do not have the ability to install, configure, manage or have direct access to the Subscription Services or Generated Code (“Commercial Use”)Code. The Software and Cloud Service Client may include open source software not owned by Talend that is subject to separate license terms which must be accepted when using the Software and/or Cloud Service Client in order to use such open source softwareterms. The applicable open source software licenses will not materially or adversely affect Customer’s ability to exercise its rights in the Subscription Services. Customer is responsible for its Authorized Users’ compliance with the terms and conditions of the Agreement. 2.2 Customer grants to Talend, including its Affiliates and subcontractors, a non-exclusive, non-transferable, world-wide right to process and disclose Customer Data for the limited purpose of providing the Cloud Service. Customer will collect and maintain all personal data contained in Customer Data in compliance with applicable data privacy and protection laws. 2.3 The Subscription Services and Documentation Talend Policies may be modified by Talend, provided that any such modification does not materially reduce the service level commitments, support, or overall level of beneficial service provided to Customer prior to such modification. 2.4 Except as otherwise set forth in the Agreement, with respect to the Software, Cloud Service, Cloud Service Client, Work Product, Generated Code, and Materials Customer and its Authorized Users shall not (a) make derivative works, disassemble, decompile, reverse engineer, modify, or copy (in whole or in part); (b) transfer, sell, license, distribute, outsource, permit timesharing or service bureau use, or otherwise commercially exploit, or make them available to any third party; or (c) transmit any content or data that is unlawful or infringes any intellectual property rights, or that contains software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs, or otherwise circumvent or endanger their operation or security. Customer and its Authorized Users shall not (ia) use the Subscription Services in any manner except as expressly permitted under the Agreement, (iib) use a trial or evaluation of the Software or Cloud Service for production purposes, (c) use Talend Open Studio to process or utilize Generated Code; (iiid) use Talend Accelerators with Talend Open Studio; (ive) use the Software or Cloud Service to process or utilize Unsupported Code, except that Customer may conduct a one-time initial import of the Unsupported Code to the Software or Cloud Service; (vf) share access credentials of Authorized Users with any other individuals or third parties; (vig) attempt to circumvent, disable, or defeat any limitations encoded into the Software Subscription Key; or (viih) assign, transfer, or distribute any Materials provided to a specific Authorized User to any third party or any other Authorized Users. 2.5 Software is only available via electronic download and will not be available to Customer in any other format. The Software Subscription Key is required to enable the Software and only valid during the Subscription Term. Upon activation of the Software, a software module (“Use Manager”) will provide certain information to Talend regarding the system environment in which the Software is operating and will monitor the use and security of the Software without capturing or transmitting any Customer data to Talend. 2.6 The following applies to any Subscription Services provided on a trial, beta or evaluation basis: (a) Customer may only use such Subscription Services for the limited purpose of evaluating the Subscription Services during the Subscription Term for its own use; (b) such Subscription Services may not be used for production purposes; (c) the license for any Generated Code created during use of such Subscription Services shall terminate upon expiration of the Subscription Term, unless Customer moves to a paid Subscription Term, in which case, the license shall be as set forth in 2.1(e); (d) Customer shall not use a Cloud Service provided under this Section to process Customer Data subject to any data privacy laws or regulations; (e) Talend reserves the right in its discretion to (i) modify the Cloud Service trial environment and/or the applicable Subscription Services; and (ii) revoke access to such Subscription Services, at any time.

Grant of Rights and Restrictions. 権利・制限の許諾 2.1 Subject to the terms of the Agreement and the applicable License Type(s) set forth on the Order Form, Talend grants to Customer solely for its internal business operations a non-exclusive, non-transferable (a) right to access and use the Cloud Service; (b) license to use the Cloud Service Client solely as required to use the Cloud Service; (c) license to use the Software, Work Product, Materials; (d) license to use and create derivative works of the Talend Accelerators solely in conjunction with the Subscription Services; and (e) perpetual license to use Generated Code. .Notwithstanding the foregoing, in the event Customer has purchased Subscription Services for commercial use (as identified on an Order Form)Commercial Use, Customer shall be permitted to use the Subscription Service to provide third party services in cases where such third parties access the Customer-Customer- provided applications or services, but where such third parties do not have the ability to install, configure, manage or have direct access to the Subscription Services or Generated Code (“Commercial Use”)Code. The Software and Cloud Service Client may include open source software not owned by Talend that is subject to separate license terms which must be accepted when using the Software and/or Cloud Service Client in order to use such open source softwareterms. The applicable open source software licenses will not materially or adversely affect Customer’s ability to exercise its rights in the Subscription Services. Customer is responsible for its Authorized Users’ compliance with the terms and conditions of the Agreement.本契約に定める契約条項およびオーダーフォームに規定される該当するライセンスタイプに従うことを条件に、Talendは、お客様の社内業務運営のためにのみ、以下の非独占的かつ譲渡不可能なライセンスを許諾します。(a) クラウドサービスにアクセスして使用する権利。(b)クラウドサービスを利用する場合に必要な場合に限り、クラウドサービスクライアントを使用するライセンス。(c)ソフトウェア、ワークプロダクト、資料を使用するライセンス。(d) Talendアクセラレータの派生物を、サブスクリプションサービスとの併用でのみ使用および作成するライセンス。（e）生成コードを使用するための永続的な許諾。上記の定めに関わらず、お客様が「商業的利用」のためにサブスクリプションサービスを購入された場合は、お客様が提供するアプリケーションやサービスに第三者がアクセスする際に、その第三者にサービスを提供できるよう、お客様はそのサブスクリプションサービスを使用することができます。ただし、かかる第三者が、当該サブスクリプションサービスまたは生成コードをインストールしたり、設定したり、管理したり、直接アクセスしたりできない場合に限ります。ソフトウェアおよびクラウドサービスクライアントには、Talendが所有していないオープンソースソフトウェアが含まれている場合があり、その場合は別途ライセンス条項が適用されます。適用されるオープンソースソフトウェアのライセンスは、サブスクリプションサービスにおいて権利を行使するお客様の能力に、実質的な影響や不利な影響を与えません。 2.2 Customer grants to Talend, including its Affiliates and subcontractors, a non-exclusive, non-transferable, world-wide right to process and disclose Customer Data for the limited purpose of providing the Cloud Service. Customer will collect and maintain all personal data contained in Customer Data in compliance with applicable data privacy and protection laws.. お客様は、関連会社および下請業者を含むTalendに対し、クラウドサービスを提供する目的に限定して、お客様データを処理および開示する非独占的で譲渡不可能な世界的権利を許諾します。お客様は、適用されるデータプライバシー法および保護法を遵守して、お客様データに含まれるすべての個人データを収集および維持します。 2.3 The Subscription Services and Documentation Talend Policies may be modified by Talend, provided that any such modification does not materially reduce the service level commitments, support, or overall level of beneficial service provided to Customer prior to such modification.. サブスクリプションサービスおよびTalendポリシーは、Talendによって変更される場合があります。ただし、そのような変更によって、変更前にお客様に提供されていたサービス水準、サポート、および有益なサービスの全体的な水準が大幅に低下することはないものとします。 2.4 Except as otherwise set forth in the Agreement, with respect to the Software, Cloud Service, Cloud Service Client, Work Product, Generated Code, and Materials Customer and its Authorized Users shall not (a) make derivative works, disassemble, decompile, reverse engineer, modify, or copy (in whole or in part); (b) transfer, sell, license, distribute, outsource, permit timesharing or service bureau use, or otherwise commercially exploit, or make them available to any third party; or (c) transmit any content or data that is unlawful or infringes any intellectual property rights, or that contains software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs, or otherwise circumvent or endanger their operation or security. Customer and its Authorized Users shall not (ia) use the Subscription Services in any manner except as expressly permitted under the Agreement, (iib) use a trial or evaluation of the Software or Cloud Service for production purposes, (c) use Talend Open Studio to process or utilize Generated Code; (iiid) use Talend Accelerators with Talend Open Studio; (ive) use the Software or Cloud Service to process or utilize Unsupported Code, except that Customer may conduct a one-time initial import of the Unsupported Code to the Software or Cloud Service; (vf) share access credentials of Authorized Users with any other individuals or third parties; (vig) attempt to circumvent, disable, or defeat any limitations encoded into the Software Subscription Key; or (viih) assign, transfer, or distribute any Materials provided to a specific Authorized User to any third party or any other Authorized Users.. 本契約に別段の定めがある場合を除き、ソフトウェア、クラウドサービス、クラウドサービスクライアント、ワークプロダクト、生成コード、および資料に関して、お客様とその認定ユーザーは以下を行うことはできません。(a) 派生物の創作、逆アセンブル、デコンパイル、リバースエンジニア、改変、複製すること（全部または一部）。(b) 第三者への譲渡、販売、ライセンス供与、配布、アウトソース、タイムシェアリングやサービスビューロー利用の許可、または商業的に悪用したり、利用できる状態にすること。(c) 違法なコンテンツやデータ、知的財産権を侵害するコンテンツやデータ、またはソフトウェアウィルス、ワーム、トロイの木馬、その他の有害なコンピュータコード、ファイル、スクリプト、エージェント、プログラムを含むコンテンツやデータ、またはそれらの運用やセキュリティを回避したり、危険にさらすコンテンツやデータの送信。お客様およびその認定ユーザーは、以下を行うことはできません。(a) 本契約で明示的に許可されている方法以外でサブスクリプションサービスを使用すること。(b) 生産目的でソフトウェアまたはクラウドサービスの試用版や評価版を使用すること。(c) 生成コードを処理または利用するためにTalend Open Studioを使用すること。(d)Talend Open StudioでTalendアクセラレータを使用すること。(e)サポート対象外コードを処理または利用するためにソフトウェアまたはクラウドサービスを使用すること。ただしお客様は、ソフトウェアまたはクラウドサービスにサポート対象外コードの1回限りの初期インポートを行うことはできます。(f) 認定ユーザーのアクセス資格情報を他の個人や第三者と共有すること。(g)ソフトウェアサブスクリプションキーにエンコードされた制限を回避、無効化、阻止にすることを試むこと。(h) 特定の認定ユーザーに提供された資料を第三者や他の認定ユーザーに譲渡、移転、または配布すること。 2.5 Software is only available via electronic download and will not be available to Customer in any other format. The Software Subscription Key is required to enable the Software and only valid during the Subscription Term. Upon activation of the Software, a software module (“Use Manager”) will provide certain information to Talend regarding the system environment in which the Software is operating and will monitor the use and security of the Software without capturing or transmitting any Customer data to Talend. 2.6 The following applies to any Subscription Services provided on a trial, beta or evaluation basis: (a) Customer may only use such Subscription Services for the limited purpose of evaluating the Subscription Services during the Subscription Term for its own use; (b) such Subscription Services may not be used for production purposes; (c) the license for any Generated Code created during use of such Subscription Services shall terminate upon expiration of the Subscription Term, unless Customer moves to a paid Subscription Term, in which case, the license shall be as set forth in 2.1(e); (d) Customer shall not use a Cloud Service provided under this Section to process Customer Data subject to any data privacy laws or regulations; (e) Talend reserves the right in its discretion to (i) modify the Cloud Service trial environment and/or the applicable Subscription Services; and (ii) revoke access to such Subscription Services, at any time.. ソフトウェアは電子ダウンロードによってのみ入手可能であり、他の形式でお客様が入手することはできません。ソフトウェアサブスクリプションキーは、ソフトウェアを有効化するために必要であり、サブスクリプション期間中のみ有効となります。ソフトウェアがアクティブ化されると、ソフトウェアモジュール（以下「Use Manager」）は、ソフトウェアが動作しているシステム環境に関してTalendに特定の情報を提供し、Talendに顧客データを取得または通信することなくソフトウェアの使用およびセキュリティを監視します。