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Revised 01/24
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<br />authorized users, provided that such Status Boards are used exclusively for the internal business
<br />purposes of Client. Status Boards shall be considered Derivative Work(s) of the Software and
<br />Client shall not sell, resell, license or otherwise transfer for value any Derivative Work(s) created
<br />using the WebEOC BoardBuilder tool or the DesignStudio® solution, and Client shall not
<br />distribute such Derivative Work(s) as part of any product or service for value to any third party.
<br />Any Derivative Work(s) prepared by Client shall remain subject to the terms of this Agreement
<br />and shall clearly display the following copyright notice to properly acknowledge the proprietary
<br />rights of Juvare and its third-party licensors: “This work includes the intellectual property of
<br />Juvare, or its affiliates, and its licensors and is provided under subscription/license. Copyright ©
<br />Juvare Asia Pacific Limited, affiliates, and its licensors. All rights reserved.”
<br />j. Client may, at its option and according to the terms of the Juvare standard price list, obtain a
<br />Disaster Recovery Software Subscription to support replication of an active, source server to one
<br />or more redundant (“Target”) servers which may be placed in use to support disaster recovery or
<br />fail-over activities. A Disaster Recovery Software Subscription is required for each Target server.
<br />A Disaster Recovery Software Subscription may be used to operate an “in production” instance of
<br />the Software only when the source server is inactive or inoperable; only one Instance of the
<br />Software shall be active at any one time. Client is not required to obtain additional subscriptions
<br />for Software plug-ins, modules or interfaces installed on a redundant non-production Instance.
<br />k. A high-speed Internet connection is required for proper transmission of the Client Data into
<br />the Hosting Services and Software. Client, at its sole cost and expense, is solely responsible for
<br />procuring and maintaining the network connections that connect the Client network to the Hosting
<br />Services and Software, including, but not limited to, "browser" software that supports protocols
<br />used by Juvare, and to follow procedures for accessing services that support such protocols. Juvare
<br />is not responsible for notifying Client and its Users of any upgrades, fixes, or enhancements to any
<br />such software or for any compromise of data, including Client Data, transmitted across computer
<br />networks or telecommunications facilities (including but not limited to the Internet) which are not
<br />owned, operated, or controlled by Juvare. Juvare assumes no responsibility for the reliability or
<br />performance of any connections as described in this subsection.
<br />l. Client and its Users agree to not: (i) license, sublicense, sell, resell, rent, lease, transfer, assign,
<br />distribute, time share, or otherwise commercially exploit or make the Software and Hosting
<br />Services available to any third party, other than authorized Users in furtherance of Client’s internal
<br />business purposes as expressly permitted by this Agreement; (ii) use the Software and Hosting
<br />Services to process data on behalf of any third party other than Client; (iii) modify, adapt, or hack
<br />the Software and Hosting Services, or otherwise attempt to gain unauthorized access to the
<br />Software and Hosting Services or related systems or networks; (iv) falsely imply any sponsorship
<br />or association with Juvare, (v) use the Software and Hosting Services in any unlaw ful manner,
<br />including but not limited to violation of any person's privacy rights; (vi) use the Software and
<br />Hosting Services to send unsolicited or unauthorized junk mail, spam, pyramid schemes, or other
<br />forms of duplicative or unsolicited messages; (vii) use the Software and Hosting Services to store
<br />or transmit files, materials, data, text, audio, video, images, or other content that infringes on any
<br />person's intellectual property rights; (viii) use the Software and Hosting Services in any manner
<br />that interferes with or disrupts the integrity or performance of the Software and Hosting Services
<br />and its components; (ix) attempt to decipher, decompile, reverse engineer, or otherwise discover
<br />the source code of any software making up the Software and Hosting Services; (x) use the Software
<br />and Hosting Services to knowingly post, transmit, upload, link to, send, or store any content that
<br />is unlawful, racist, hateful, abusive, libelous, obscene, or discriminatory; (xi) use the Software and
<br />Hosting Services to store or transmit any "protected health information" as that term is defined in
<br />U.S. 45 C.F.R. 160.103 or “personal data” as that term is utilized in the Regulation 2016/679 of
<br />the European Parliament and of the Council on the protection of natural persons with regard to the
<br />processing of personal data and on the free movement of such data, and repealing Directive
<br />95/46/EC (General Data Protection Regulation); (xii) use the Software and Hosting Services to
<br />knowingly post transmit, upload, link to, send, or store any viruses, malware, trojan horses, time
<br />bombs, or any other similar harmful software; or (xiii) try to use, or use the Software and Hosting
<br />Services in violation of this Agreement.
<br />Docusign Envelope ID: 10CF5D4C-EAD1-4BD2-A3EB-0DC317D2B4F3
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