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REV: 12-20-24 MI
<br />1.17.Utility Responsibilities. Utility is
<br />responsible for (i) maintaining the
<br />confidentiality of any user IDs, passwords
<br />and other credentials associated with Utility’s
<br />account, (ii) all activities that occur with
<br />respect to Utility’s account, and (iii) its and its
<br />Authorized Users’ use of the Platform
<br />Services and compliance with this
<br />Agreement, SOW, Dropcountr’s relevant end
<br />user documentation, and all applicable laws,
<br />regulations, and rights of third parties. The
<br />foregoing shall not apply to the use of the
<br />Platform Services by Customers or the
<br />failure of Customers to maintain the
<br />confidentiality of any user IDs, passwords or
<br />other credentials associated with the use of
<br />the Platform Services by Customers. The
<br />sole remedy of Dropcountr for any violation
<br />of the terms of use of the Platform Services
<br />by a Customer will be to deny such Customer
<br />further access to the Platform Services for
<br />which the Customer is registered. Except for
<br />resources that Dropcountr expressly agrees
<br />to provide under the Order Form or SOW,
<br />Utility is responsible for procuring and
<br />maintaining all computer hardware and
<br />software, equipment, internet connectivity,
<br />and other ancillary services and resources
<br />necessary for it and its Authorized Users to
<br />connect to and make use of the Platform
<br />Services, and for ensuring the security of the
<br />foregoing.
<br />1.18.Restrictions. Utility will not, and shall
<br />ensure that its Authorized Users, other than
<br />Customers, do not: (i) copy, reproduce,
<br />modify, decompile, disassemble, or reverse
<br />engineer the Platform Services or any
<br />associated software or materials (except to
<br />the extent that applicable law prohibits or
<br />restricts reverse engineering restrictions);
<br />(ii) except as expressly authorized herein
<br />with respect to making the HOME
<br />Application and BUSINESS Application
<br />available to Customers, provide any third
<br />parties with access to any of the Platform
<br />Services, lease, distribute, sublicense, sell
<br />or otherwise commercially exploit the
<br />Platform Services, or use any of the
<br />Platform Services for time sharing or similar
<br />purposes for the benefit of any third party;
<br />(iii) remove any copyright or proprietary
<br />notices contained in the Platform Services
<br />or any output thereof; (iv) breach, disable or
<br />tamper with, or develop or use (or attempt)
<br />any workaround for, any security or
<br />authentication measures provided or used by
<br />the Platform Services; (v) access the
<br />Platform Services via any bot, web crawler or
<br />non-human user; (vi) access or use (or
<br />permit a third party to access or use) the
<br />Platform Services for any unlawful purpose
<br />or for purposes of monitoring the availability,
<br />performance or functionality of the Platform
<br />Services or for any other benchmarking or
<br />competitive purposes; or (vii) upload or
<br />process any data or content that infringes the
<br />intellectual property rights, rights of privacy
<br />or publicity, or other proprietary rights of any
<br />third party, or that contains any malware,
<br />viruses, Trojan horses, spyware, worms, or
<br />other malicious or harmful code. Utility will
<br />not knowingly participate in or consent to any
<br />Customer engaging in any of the foregoing
<br />activities.
<br />1.19.Monitoring. Although Dropcountr has
<br />no obligation to monitor Utility’s or any
<br />Customer’s use of the Platform Services or
<br />any portion thereof (except for any user
<br />count limitations as described in the
<br />Agreement), Dropcountr may do so and may
<br />prohibit any use of the Platform Services that
<br />it believes may be, or is reasonable likely to
<br />be, in violation of the provisions of Section
<br />1.17.
<br />1.20.Technical Support. Subject to the terms
<br />and conditions of this Agreement,
<br />Dropcountr will provide Utility with technical
<br />support services in accordance with the
<br />terms set forth in Section 2 of Exhibit G of
<br />the Agreement.
<br />1.21.PLATFORM AND DATA SECURITY
<br />1.22.Security Measures. Dropcountr will
<br />employ security procedures and other
<br />safeguards as set forth in Exhibit G to the
<br />Agreement.
<br />1.23.IMPLEMENTATION
<br />1.24.Implementation of Platform Services.
<br />Subject to Utility’s compliance with the
<br />terms and conditions of this Agreement,
<br />including its obligations under Section 1.25,
<br />Dropcountr shall implement and make
<br />available the Platform Services to Utility and
<br />provide such implementation services as
<br />ATTY/AGR.2024.239/Dropcountr, Inc. (Dropcountr) (Page 18 of 28)
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