Common use of Protections and Restrictions Clause in Contracts

Protections and Restrictions. Customer will take all reasonable steps to safeguard the Products to ensure that no unauthorized person has access and that no unauthorized copy, publication, disclosure, or distribution, in any form is made. The Products contain valuable, confidential information and trade secrets and unauthorized use or copying is harmful to Everfox. The Products are proprietary to Everfox and are exempt from any public disclosure statute or regulation, including the Freedom of Information Act requirements. Customer may use the Products only for the internal business purposes of Customer. Customer will not itself, or through any affiliate, employee, consultant, contractor, agent or other third party: (i) sell, resell, distribute, host, lease, rent, license or sublicense, in whole or in part, the Products; (ii) decipher, decompile, disassemble, reverse assemble, modify, translate, reverse engineer or otherwise attempt to derive source code, algorithms, tags, specifications, architecture, structure or other elements of the Products, in whole or in part, for competitive purposes or otherwise; (iii) allow access to, provide, divulge or make available the Products to any user other than Customer’s employees and contractors who have a need to such access and who will be bound by nondisclosure obligations that are at least as restrictive as the terms of this Agreement; (iv) write or develop any derivative works based upon the Products; (v) modify, adapt, translate or otherwise make any changes to the Products or any part thereof; (vi) use the Products to provide processing services to third parties, or otherwise use the same on a ‘service bureau’ basis; (vii) disclose or publish, without Everfox’s prior written consent, performance or capacity statistics or the results of any benchmark test performed on the Products; (viii) otherwise use or copy the same except as expressly permitted herein or in the Solution Rider; (ix) use any third-party software included in the Products independently from the Products. Subject to the terms of this Agreement, Customer may allow its agents and independent contractors to use the Products solely for the benefit of Customer; provided, however, Customer remains responsible for any breach of this Agreement. Any other use of the Products by any other entity is forbidden and a violation of this Agreement. If any additional third-party end-user license agreement, terms and conditions, or open-source software license agreement is (a) attached to this Agreement; (b) included in the Solution Rider or the Order, or (c) included in the Software “about” file, “readme” file or Documentation, then Customer’s use of the third-party software is further restricted by and subject to such license.

Appears in 2 contracts

Sources: End User License and Subscription Agreement, End User License and Subscription Agreement

Protections and Restrictions. Customer will take all reasonable steps to safeguard the Products to ensure that no unauthorized person has access and that no unauthorized copy, publication, disclosure, or distribution, in any form is made. The Products contain valuable, confidential information and trade secrets and unauthorized use or copying is harmful to EverfoxForcepoint. The Products are proprietary to Everfox Forcepoint and are exempt from any public disclosure statute or regulation, including the Freedom of Information Act requirements. Customer may use the Products only for the internal business purposes of Customer. Customer will not itself, or through any affiliate, employee, consultant, contractor, agent or other third party: (i) sell, resell, distribute, host, lease, rent, license or sublicense, in whole or in part, the Products; (ii) decipher, decompile, disassemble, reverse assemble, modify, translate, reverse engineer or otherwise attempt to derive source code, algorithms, tags, specifications, architecture, structure or other elements of the Products, in whole or in part, for competitive purposes or otherwise; (iii) allow access to, provide, divulge or make available the Products to any user other than Customer’s employees and contractors who have a need to such access and who will be bound by nondisclosure obligations that are at least as restrictive as the terms of this Agreement; (iv) write or develop any derivative works based upon the Products; (v) modify, adapt, translate or otherwise make any changes to the Products or any part thereof; (vi) use the Products to provide processing services to third parties, or otherwise use the same on a ‘service bureau’ basis; (vii) disclose or publish, without EverfoxForcepoint’s prior written consent, performance or capacity statistics or the results of any benchmark test performed on the Products; (viii) otherwise use or copy the same except as expressly permitted herein or in the Solution Rider; (ix) use any third-party software included in the Products independently from the Products. Subject to the terms of this Agreement, Customer may allow its agents and independent contractors to use the Products solely for the benefit of Customer; provided, however, Customer remains responsible for any breach of this Agreement. Any other use of the Products by any other entity is forbidden and a violation of this Agreement. If any additional third-party end-user license agreement, terms and conditions, or open-source software license agreement is (a) attached to this Agreement; (b) included in the Solution Rider or the Order, or (c) included in the Software “about” file, “readme” file or Documentation, then Customer’s use of the third-party software is further restricted by and subject to such license.

Appears in 1 contract

Sources: End User License and Subscription Agreement