MAIS eRec SaaS Agreement - Kittitas County Event Centre - Mais Executed 26-Feb-2020

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Confidential and Proprietary - Univerus Inc. Page 4 of 26 privacy, offensive, obscene or harmful; (iii) infringes or otherwise violates any patent, copyright, trademark, trade secret or other intellectual property or proprietary right of any third party; (iv) violates any law, statute, ordinance or regulati on; or (v) includes unsolicited bulk e-mails, advertisements or solicitations. (h) Customer shall not knowingly transmit any data to the system used by MAIS to provide the Services that contains software viruses or other harmful or deleterious computer code, files or programs. (i) Customer shall not interfere with or disrupt services or networks connected to the system used to provide the Services and shall not attempt to gain unauthorized access to the Services or such services or networks connected to the system used to provide the Services. (j) Customer shall not use the Services to store or transmit any material that is infringing, libelous, an invasion of privacy, obscene, offensive, harmful, illegal or would otherwise violate or infringe the rights of any third party. (k) Customer shall not provide the results of using the Services for the purposes of monitoring its availability, performance, functionality, benchmarking or competitive analysis to any third party. (l) In addition to its termination rights under Section 16, MAIS my restrict or limit Customer’s access to the Services if MAIS reasonably determines that Customer has engaged in or is likely to engage in (whether knowingly or unknowingly) any prohibited conduct described herein and such conduct, in MAIS’ reasonable opinion poses any risk of any kind or nature to MAIS or its service providers’ network, business or other customers. As promptly as practicable after becoming aware of Customer’s engagement in any such prohibited conduct, MAIS will use reasonable efforts to notify Customer of the restriction or limitation to Customer’s access to the Services and will promptly restore Customer’s access after MAIS has had reasonable assurance that such conduct has been permanently discontinued. In addition to and without limiting the foregoing, MAIS reserves the right to refuse to post or to remove in whole or in part any information or materials provided or submitted by or on behalf of Customer in connection with its use of the Services that MAIS determines, in its reasonable discretion, are either in violation of this Agreement or pose any risk of any kind or nature to MAIS or its service provider’s network, business or other customers. 7. Services Availability (SaaS) (a) MAIS shall provide all facilities, equipment, and software required to make the Software Services available. (b) MAIS shall use commercially reasonable efforts to make the Software Services available to Users twenty four (24) hours per day, seven (7) days per week; subject to the terms further defined in Schedule “B”. (c) MAIS reserves the right to have additional User acceptance criteria that may be applied to Users prior to their ability to have access to the Software Services. MAIS shall inform Customer of such criteria but MAIS shall be free to implement such criteria at any time without prior written warning to the Customer and/or to Users. Where Users do not accept such and/or agree to such criteria, MAIS reserves its rights to not grant to such Users access to the Software Services. MAIS reserves its rights to restrict access to the Software Services to Users for any violation of any additional terms and conditions to which such Users accept/agree to access the Software Services. (d) MAIS shall provide installation, configuration, system administration and maintenance of the facilities and equipment and software required to operate and ensure availability of the Software Services. Customer, not MAIS, shall be responsible for creating and maintaining all User account information and for performing all other application level system administration functions that are available within the Software Services. (e) MAIS shall comply with the terms and conditions regarding access and use of Data as set out in Section 18 of this Agreement. (f) Customer acknowledges that in order to provide the Services MAIS may be required to purchase access the Third Party Components. Customer further acknowledges that the availability of such Third Party Components is based solely on the best information available to MAIS and its service providers as of the Effective Date including third party representations and government regulations and is subject to change during the Term with little or no advance notice. If any necessary Third Party Components are determined by MAIS to be unavailable as a result of changes to any third party availability, governmental regulations or other condition or circumstance outside of MAIS’ control, then (a) MAIS