Common use of Platform Access Clause in Contracts

Platform Access. 2.1. Mastercard grants Client a limited, non-sublicenseable, non-exclusive, non-transferable right to permit authorized users to access the Platform for Client’s internal business purposes only. Client will not: (a) use the Platform or its outputs either directly or as a service bureau for any third party; (b) sublicense, distribute, transfer, or otherwise make available to any third party (including any contractor, franchisee, or agent) access to or use of the Platform without Mastercard’s prior written consent; (c) access or use (or permit the access or use of) the Platform in order to: (i) build a similar or competitive product or service (or contract with a third party to do so); or (ii) build a product using similar ideas, features, functions or graphics of a Platform; or (iii) copy any features, functions or graphics of or in the Platform; or (d) derive specifications from, reverse engineer, reverse compile, modify, disassemble, translate, record, or create derivative works based on the Platform. 2.2. The Platform shall only be used by Client with respect to its businesses located in the markets contemplated in the Document (such markets, the “Territory”). 2.3. Client shall limit its authorized users only to employees in the Territory who are bound in writing to maintain the confidentiality of the Platform. Client will appoint one or more administrative users to manage Client’s user accounts. Client is responsible for: (a) maintaining the confidentiality of all usernames and passwords; and (b) the acts and omissions of any person to whom it provides or permits access to the Platform. Mastercard may suspend or terminate access for any user who violates these Terms. 2.4. Platform implementation will follow a staged approach and will require involvement both from Mastercard and Client personnel. Mastercard will confirm to Client the anticipated timing for such project, subject to the timely receipt of required data from the Client (if applicable), to Client internal compliance approval and to the availability of personnel. 2.5. Mastercard will provide technical support if a user has access and log-in issues, is unable to perform a task in the Platform, receives an error message, or needs guidance on basic Platform functionality. 2.6. Mastercard will host and retain physical control of the Platform. The Platform is not considered a Deliverable and no rights in or related to the Platform are deemed granted under these Terms. 2.7. Client will be solely responsible for any Client Data provided to Mastercard in connection with the Platform. Further, Client agrees that the timely provision of access to the Platform will be dependent upon Client providing any required Client Data. 2.8. Mastercard will support the Platform through regular maintenance procedures. Mastercard may update the Platform from time to time in its sole discretion as part of its ongoing mission to improve such Platform. 2.9. Client is solely responsible for maintaining appropriate computer and communication equipment and appropriate operating systems and all connectivity necessary to access and use the Platform. Client shall institute security measures necessary to safeguard any remote access to the Platform from unauthorized access by persons other than its authorized users. Client shall notify Mastercard immediately and assist Mastercard in remedying any instance of unauthorized access to, or use of, the Platform.

Platform Access. 2.1. Mastercard grants Client a limited, non-sublicenseable, non-exclusive, non-transferable right to permit authorized users to access the Platform for Client’s internal business purposes only. Client will not: (a) use the Platform or its outputs either directly or as a service bureau for any third party; (b) sublicense, distribute, transfer, or otherwise make available to any third party (including any contractor, franchisee, or agent) access to or use of the Platform without Mastercard’s prior written consent; (c) access or use (or permit the access or use of) the Platform in order to: : (i) build a similar or competitive product or service (or contract with a third party to do so); or (ii) build a product using similar ideas, features, functions or graphics of a Platform; or (iii) copy any features, functions or graphics of or in the Platform; or (d) derive specifications from, reverse engineer, reverse compile, modify, disassemble, translate, record, or create derivative works based on the Platform. 2.2. The Platform shall only be used by Client with respect to its businesses located in the markets contemplated in the Document (such markets, the “Territory”). 2.3. Client shall limit its authorized users only to employees in the Territory who are bound in writing to maintain the confidentiality of the Platform. Client will appoint one or more administrative users to manage Client’s user accounts. Client is responsible for: (a) maintaining the confidentiality of all usernames and passwords; and (b) the acts and omissions of any person to whom it provides or permits access to the Platform. Mastercard may suspend or terminate access for any user who violates these Terms. 2.4. Platform implementation will follow a staged approach and will require involvement both from Mastercard and Client personnel. Mastercard will confirm to Client the anticipated timing for such project, subject to the timely receipt of required data from the Client (if applicable), to Client internal compliance approval and to the availability of personnel. 2.5. Mastercard will provide technical support if a user has access and log-in issues, is unable to perform a task in the Platform, receives an error message, or needs guidance on basic Platform functionality. 2.6. Mastercard will host and retain physical control of the Platform. The Platform is not considered a Deliverable and no rights in or related to the Platform are deemed granted under these Terms. 2.7. Client will be solely responsible for any Client Data provided to Mastercard in connection with the Platform. Further, Client agrees that the timely provision of access to the Platform will be dependent upon Client providing any required Client Data. 2.8. Mastercard will support the Platform through regular maintenance procedures. Mastercard may update the Platform from time to time in its sole discretion as part of its ongoing mission to improve such Platform. 2.9. Client is solely responsible for maintaining appropriate computer and communication equipment and appropriate operating systems and all connectivity necessary to access and use the Platform. Client shall institute security measures necessary to safeguard any remote access to the Platform from unauthorized access by persons other than its authorized users. Client shall notify Mastercard immediately and assist Mastercard in remedying any instance of unauthorized access to, or use of, the Platform.