Portal Access. 3.1 This Agreement shall apply to all use of an Account and the Portal. 3.2 In order for us to allocate to you access to the Portal and an Account, you must provide such information as we may request and require from time to time. 3.3 Once we have allocated access to the Portal to you, we will allocate to you a username and password to access your Account. You must keep the password confidential and immediately inform us if any unauthorised third party becomes aware of that password or if there is any unauthorised use of the Portal or any breach of security known to you; in such a case, you must request a new password from us. You agree that any person to whom your username or password is disclosed is authorised to act as your agent for the purposes of using the Portal. You are entirely responsible if you do not maintain the confidentiality of your password. 3.4 We recommend that you request a new password from us if you remove authorisation for any of your employees (or ex- employees) to access the Portal. 3.5 We shall provide to you access to the Portal as part of this Agreement, without additional charge. We warrant that: 3.5.1 we shall use our reasonable skill and care in making the Portal available; 3.5.2 we have all necessary consents, rights and permission to enter into, and perform our obligations under, this Clause 3; and 3.5.3 we shall comply with all applicable laws, statutes, regulations and bye-laws in relation to the exercise of our rights and performance of our obligations under this Clause 3. 3.6 In relation to the Portal: 3.6.1 we hereby grant to you a non-exclusive, non-transferable licence to allow Users to access the Portal solely for your internal business purposes; and 3.6.2 the rights provided under this Clause 3 are granted to you only, and shall not be considered granted to any of your subsidiary or holding companies. 3.7 You shall not: 3.7.1 attempt to copy, duplicate, modify, create derivative works from or distribute all or any portion of the Portal except to the extent expressly set out in this Clause 3 or as may be required by any applicable law; 3.7.2 attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Portal, except as may be required by any applicable law; 3.7.3 access all or any part of the Portal in order to build a product or service which competes with the Portal; or 3.7.4 use the Portal to provide services to third parties. 3.8 We are not responsible for any connections, deliverables or services that we are not expressly stipulated to provide in this Agreement. 3.9 We do not warrant that your Account and/or the Portal will, be uninterrupted, error-free or secure from unauthorised access, or meet your individual requirements. Whilst we use our reasonable endeavours to make your Account and the Portal available, we shall not have any Liability (subject to Clause 8.2) if for any reason your Account or the Portal are unavailable for any time or for any period. We make no warranty that your access to your Account or the Portal will be uninterrupted, timely or error-free. Due to the nature of the Internet, this cannot be guaranteed. 3.10 We may, at our absolute discretion, from time to time either host the Portal on our own servers or use third party suppliers to do so in whole or in part. You acknowledge that we may from time to time without prior notice and without the need for your prior agreement, provide reasonable additional obligations or requirements on users or reasonably restrict users' rights due to the requirements of the third party suppliers. 3.11 We reserve the right, at any time, to carry out repairs, maintenance or introduce new facilities and functions in respect of all or any part of the Portal. 3.12 Except as specifically stipulated in this Agreement, we shall not be responsible for providing or achieving any particular results or outcomes or within a particular time. 3.13 We do not warrant that the Portal will be compatible with all Material. 3.14 In relation to your access to the Portal, you must: 3.14.1 report any faults or suspected faults with or in the Portal to us immediately upon discovery; 3.14.2 report to us any abuse of the Internet (including spam, hacking and phishing) that you consider to have taken place through the use of the Portal by any person, and you must include in such report as much information as you are able to provide to us relating to the type of abuse that you have witnessed; 3.14.3 ensure that you fully co-operate with, and make yourself available at all reasonable times for discussion and meetings with, us, including in order to enable us to carry out fully, accurately and promptly our obligations under this Agreement; 3.14.4 not submit to us anything which in any respect may infringe the Intellectual Property Rights or privacy or other rights of us or any third party; and 3.14.5 immediately provide us with such information, data, documentation and assistance that will enable us to carry out fully, accurately and promptly our obligations under this Clause 3. 3.15 You must not in any way use the Portal, or submit to us or the Portal, anything which in any respect: 3.15.1 is in breach of any law, statute, regulation or byelaw of any applicable jurisdiction; 3.15.2 is fraudulent, criminal or unlawful; 3.15.3 is inaccurate or out-of-date; 3.15.4 is obscene, indecent, vulgar, discriminatory, offensive, threatening, defamatory or untrue; 3.15.5 is in contravention of any applicable law, nor allow or assist any third party in doing so; 3.15.6 impersonates any other person or body or misrepresents a relationship with any person or body; 3.15.7 may infringe or breach the copy or Intellectual Property Rights of any third party; 3.15.8 may be contrary to our interests; 3.15.9 is contrary to any specific rule or requirement that we may stipulate for the Portal; or 3.15.10 involves your use, delivery or transmission of any viruses, unsolicited communications, Trojan horses, trap doors, cancelbots, back doors, worms, easter eggs, time bombs or computer programming routines that are intended to damage, interfere with, surreptitiously intercept or expropriate any data, personal information or system. 3.16 You must not use any automated means to access the Portal or collect any information from it unless we explicitly agree in writing to allow you to do so. 3.17 It is your responsibility to ensure that the Portal is sufficient and suitable for your purposes and meets your individual requirements. It is your responsibility to ensure that your use of the Portal is in your best interests, and you bear sole responsibility and Liability (subject to Clause 8.2) for the consequences of your use of the Portal. 3.18 It is your responsibility to ensure that you provide us with the information required to enable us to properly make the Portal available to you and to perform our obligations under this Agreement. We shall not be responsible or have any Liability (subject to Clause 8.2) for any failure to make the Portal available or to perform our obligations under this Agreement to the extent caused by your failure to properly ensure the provision of the relevant information to us. 3.19 Access to an Account and/or the Portal may be suspended or withdrawn to or from you or all Users temporarily or permanently, at any time and at our sole discretion, without notice. We may also impose restrictions on the length and manner of usage of any part of the Portal or access for any reason. If we impose restrictions on you, you must not attempt to use your Account or the Portal under any other name or user. 3.20 Whilst we endeavour to ensure that information and materials on the Portal are correct, no warranty, guarantee or representation, express or implied, is given that they are complete, accurate, up- to-date, fit for a particular purpose and, to the extent permitted by law and we shall not have any Liability (subject to Clause 8.2) for any errors or omissions.
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Sources: Terms and Conditions, Terms and Conditions