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<br />5.3. Documentation License. CentralSquare hereby grants to Customer a non-exclusive, non-sublicensable,
<br />non-transferable license to use the Documentation during the Term solely for Customer's internal
<br />business purposes in connection with its use of the Solutions.
<br />5.4. Reservation of Rights. Nothing in this Agreement grants any right, title, or interest in or to any Intellectual
<br />Property Rights in or relating to the Solutions, or Third-Party Materials, whether expressly, by implication,
<br />estoppel, or otherwise. All right, title, and interest in the Solutions, and the Third -Party Materials are and
<br />will remain with CentralSquare and the respective rights holders.
<br />6. Use Restrictions. Customer shall not, and shall not permit any other Person to, access or use the Solutions
<br />except as expressly permitted by this Agreement. For purposes of clarity and without limiting the generality of
<br />the foregoing, Customer shall not, except as this Agreement expressly permits:
<br />6.1. copy, modify, or create derivative works or improvements of the Solutions, or rent, lease, lend, sell,
<br />sublicense, assign, distribute, publish, transfer, or otherwise make available any Solutions to any Person,
<br />including on or in connection with the internet or any time-sharing, service bureau, software as a service,
<br />cloud, or other technology or service;
<br />6.2. reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access
<br />to the source code of the Solutions, in whole or in part;
<br />6.3. bypass or breach any security device or protection used by Solutions or access or use the Solutions other
<br />than by an Authorized User through the use of his or her own then valid access;
<br />6.4. input, upload, transmit, or otherwise provide to or through the CentralSquare Systems, any information
<br />or materials that are unlawful or injurious, or contain, transmit, or activate any Harmful Code;
<br />6.5. damage, destroy, disrupt, disable, impair, interfere with, or otherwise impede or harm in any manner the
<br />CentralSquare Systems, or CentralSquare's provision of services to any third-party, in whole or in part;
<br />6.6. remove, delete, alter, or obscure any trademarks, Specifications, Documentation, warranties, or
<br />disclaimers, or any copyright, trademark, patent, or other intellectual property or proprietary rights notices
<br />from any Documentation or Solutions, including any copy thereof;
<br />6.7. access or use the Solutions in any manner or for any purpose that infringes, misappropriates, or otherwise
<br />violates any Intellectual Property Right or other right of any third-party, or that violates any applicable law;
<br />6.8. access or use the Solutions for purposes of competitive analysis of the Solutions, the development,
<br />provision, or use of a competing software service or product or any other purpose that is to
<br />CentralSquare's detriment or commercial disadvantage or otherwise access or use the Solutions beyond
<br />the scope of the authorization granted under Section 5.
<br />7. Customer Obligations.
<br />7.1. Customer Systems and Cooperation. Customer shall at all times during the Term: (a) set up, maintain,
<br />and operate in good repair all Customer Systems on or through which the Solutions are accessed or
<br />used; (b) provide CentralSquare Personnel with such access to Customer's premises and Customer
<br />Systems as is necessary for CentralSquare to perform the Support Services in accordance with the
<br />Support Standards and Specifications; and (c) provide all cooperation as CentralSquare may reasonably
<br />request to enable CentralSquare to exercise its rights and perform its obligations under and in connection
<br />with this Agreement.
<br />7.2. Effect of Custom er Failure or Delay. CentralSquare is not responsible or liable for any delay or failure of
<br />performance caused in whole or in part by Customer's delay in performing, or failure to perform, any of
<br />its obligations under this Agreement.
<br />7.3. Corrective Action and Notice. If Customer becomes aware of any actual or threatened activity prohibited
<br />by Section 5, Customer shall, and shall cause its Authorized Users to, immediately: (a) take all reasonable
<br />and lawful measures within their respective control that are necessary to stop the activity or threatened
<br />activity and to mitigate its effects (including, where applicable, by discontinuing and preventing any
<br />unauthorized access to the Solutions and permanently erasing from their systems and destroying any
<br />data to which any of them gained unauthorized access); and (b) notify CentralSquare of any such actual
<br />or threatened activity.
<br />8. Professional Services.
<br />8.1. Compliance with Customer Policies. While CentralSquare Personnel are performing services at
<br />Customer's site, CentralSquare will ensure that such personnel comply with Customer’s reasonable
<br />security procedures and site policies that are generally applicable to Customer ’s other suppliers providing
<br />DocuSign Envelope ID: 6AD3FC72-1379-49D2-81C9-A007D8F3B667
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