Application Terms of Use

License to Access and Use the Platform.  GreenKey grants Customer, during the term of this Agreement, a non-exclusive, worldwide license to allow Authorized Users to access and use the Platform for Customer’s and its Affiliates’ business purposes.  Customer will be responsible to GreenKey for compliance with the restrictions on use and other terms and conditions of this Agreement by any Authorized User.  

Authorized Users.  Customer will ensure that only Authorized Users access and use the Platform.  Each Authorized User must have his/her own Credentials; Credentials for an Authorized User will only be used by the Authorized User to whom they belong and will not be shared among Authorized Users.  Customer will notify GreenKey immediately if any Authorized User ceases to be employed by Customer, and GreenKey will disable that Authorized User’s access to the Platform.  Customer is responsible for instructing Authorized Users to keep their Credentials confidential, and Customer is solely responsible for all use or misuse of the Platform using any Authorized User’s Credentials.  GreenKey reserves the right to change Credentials upon notice to Customer, if reasonably required. 

Documentation.  GreenKey will provide Customer with access to the Documentation.  Customer may print copies of and use, and permit Authorized Users to use, the Documentation solely in connection with the use of the Platform as permitted by this Agreement.  Customer will not remove any copyright, trademark or other notices from any copies of the Documentation. 

Restrictions on Use.  Customer will not (and will not permit any Authorized User or third party to): (i) reverse engineer, decompile, disassemble, or otherwise attempt to discern the source code, underlying ideas, algorithms, file formats, or interface protocols of the Platform, or of any files contained in or generated by the Platform; (ii) copy or modify the Platform or, or otherwise make any use, resell, distribute or sublicense the Platform other than as expressly permitted in this Agreement; (iii) make the Platform available on a “service bureau” basis or allow any parties other than Authorized Users to use the Platform subject to the terms of this Agreement; (iv) remove or modify any proprietary marking or restrictive legends placed on the Platform; or (v) use the Platform other than as expressly permitted by this Agreement or in violation of any applicable law or regulation.

Title.  As between GreenKey and Customer, GreenKey retains title to and ownership of the Platform and the Documentation, including all copyrights and other intellectual property rights relating to the Platform and the Documentation.  Customer will have no rights with respect to the Platform or the Documentation other than those expressly granted under this Agreement.  If Customer or any Authorized User provides GreenKey with any Feedback, Customer acknowledges and agrees that GreenKey will be free to use such Feedback for any purpose whatsoever, including, but not limited to, in connection with the development, production and marketing of the Platform and other products or services of GreenKey, without any compensation or attribution of any kind to Customer or any Authorized User. 

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