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Docusign Envelope ID:EBOF4108-19FB-4480-8388-21F424553A38
<br /> the purpose of Versaterm performing its obligations pursuant to this MSA, and the
<br /> failure of Customer to provide such access shall relieve Versaterm of its obligation
<br /> to perform such obligations.
<br /> (e) Customer shall notify Versaterm immediately of any actual or suspected
<br /> unauthorized use of its passwords or API keys for the Versaterm Platform.
<br /> 6. Ownership
<br /> (a) Customer acknowledges and agrees that all rights, title and interests in and to the
<br /> Licensed Materials, including all Intellectual Property embodied therein, are and
<br /> shall at all times remain the exclusive property of Versaterm and that, except as
<br /> expressly set forth herein, no rights, title or interests, including any license, is granted
<br /> to Customer hereunder by implication, estoppel, or otherwise of any kind whatsoever
<br /> in or to the Licensed Materials or any portion thereof, except, in each case, for the
<br /> rights and licenses expressly granted to Customer herein, Customer further
<br /> acknowledges and agrees that all Third Party Components are and shall at all times
<br /> remain the property of the applicable Third Party Suppliers.
<br /> (b) Customer shall not remove any Versaterm trademark, service mark or logo, or any
<br /> proprietary notices or labels (including any copyright or trademark notices) from the
<br /> Service.
<br /> (c) If Customer provides any feedback, comments, suggestions, ideas, descriptions of
<br /> processes, or other information to Versaterm about or in connection with any
<br /> Licensed Materials, including any ideas, concepts, know-how or techniques
<br /> contained therein (collectively, "Feedback"), then Customer hereby grants
<br /> Versaterm and its affiliates a worldwide, fully paid-up, royalty-free, non-exclusive,
<br /> perpetual and irrevocable license to Use, copy, modify and otherwise exploit the
<br /> Feedback for any purpose, without any compensation to Customer or any restriction
<br /> or obligation on account of Intellectual Property Rights or otherwise. Without limiting
<br /> the generality of the foregoing, nothing in this MSA limits Versaterm's right to
<br /> independently use, develop, evaluate, or market products, whether incorporating
<br /> Feedback or otherwise.
<br /> 7. Customer Data and Hosting Provider
<br /> (a) Customer hereby grants to Versaterm a limited, non-exclusive, non-transferable,
<br /> royalty-free right to use, reproduce, manipulate, display, transmit and distribute the
<br /> Customer Data solely in connection with providing the Licensed Materials to
<br /> Customer, and improving and developing the Licensed Materials. In addition,
<br /> Versaterm may analyze Customer Data, and data of other customers, to create
<br /> aggregated or anonymized statistics or data that do not identify Customer or any
<br /> individual, and Versaterm may during and after the Term use and disclose such
<br /> statistics or data in its discretion. Except as specified otherwise in the Agreement,
<br /> Customer shall be solely responsible for providing, updating, uploading and
<br /> maintaining all Customer Data.
<br /> (b) Customer acknowledges and agrees that Versaterm: (i) will not be responsible for
<br /> the accuracy, completeness or adequacy of any Customer Data or the results
<br /> September 2024—004092024 Page 9 of 24
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