2023-567-E-Economic ev-Chmura Economics & Analytics-Software Subscription

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transferable (except as set forth herein), non-sublicensable, license to access the Products identified on an Order Form during the term of that specific Order Form, and solely for Client's business purposes and in accordance with the permitted uses set forth in this Section 2(a) and on the Order Form. Client may not disclose Chmura Data to third parties who are consultants or businesses that compete with Chmura in in any manner. Client agrees that it shall include an acknowledgement of Chmura as the source for any Chmura Data used in any materials containing such Chmura Data. Subject to the provisions herein, End Users of the Products may use the Chmura Data in the ordinary course of Client's business purposes for: (i) Client's internal research purposes; (ii) marketing Client's organization or region; (iii) creating periodic general research reports for in-house use or for stakeholders', clients', or prospective clients' use; and (iv) any other purpose expressly permitted by Chmura. Subject to the provisions herein, Client may print Chmura Data or copy Chmura Data into other programs, so long as the amount of Chmura Data being printed or copied is reasonably tailored for Client's authorized business purposes, insubstantial, and used in compliance with these use and copying provisions. (b) Service and System Control. Except as otherwise expressly provided in this Agreement, as between the parties: (i) Chmura has and will retain sole control over the operation, provision, maintenance, and management of the Products; and (ii) Client has and will retain sole control over the operation, maintenance, and management of, and all access to and use of, Client Systems, and sole responsibility for all access to and use of Chmura Intellectual Property by any person by or through the Client Systems or any other means controlled by Client or any End User. (c) Changes. Chmura reserves the right, in its sole discretion, to make any changes to the Products that it deems necessary or useful to: (i) maintain or enhance the quality or delivery of the Products to its customers, the competitive strength of or market for the Products, or the Products' cost efficiency or performance; or (ii) to comply with any applicable law, regulation, order, or other requirement of any federal, local, or foreign government or political subdivision thereof, or any arbitrator, court, or tribunal of competent jurisdiction. (d) Restrictions on Use. Client shall not, and shall not permit any other party, including End Users, to access or use the Products except as expressly permitted by this Agreement or in an Order Form incorporating this Agreement. For purposes of clarity and without limiting the generality of the foregoing, and unless expressly permitted herein or on an Order Form, Client agrees that: (i) Client and End Users shall not rent, sell, assign, lease, or sublicense the Products, nor use the Products in a service bureau, outsourcing or other arrangement to process or analyze data on behalf of any third party, except as expressly set forth herein or in an Order Form incorporating this Agreement. DocuSign Envelope ID: A7B8C585-8C5D-44A8-9CAE-91844CA6A48A