Online Cloud Terms by Bonterms

Bonterms Standard Online Cloud Terms (Version 1.0)

Role of Bonterms: Bonterms publishes these Standard Terms but is not a party to the Agreement created between Provider and Customer and has no responsibility to either for their use.

Entering into this Agreement.

The Agreement. Customer and Provider agree to the terms of these Bonterms Standard Online Cloud Terms ("Standard Terms") and enter into this Agreement effective upon the earlier to occur of Customer's first access to the Cloud Service or entry into an Order ("Effective Date"). "Agreement" means, collectively, these Standard Terms, the Provider-Specific Terms and any Amendments. Capitalized terms are defined in context or in Section 20 (Definitions).

Provider-Specific Terms. Provider may, by stating as such when it incorporates these Standard Terms into the Agreement on its Website, (i) add introductory language ("Introductory Language"), (ii) make additions to or modifications of these Standard Terms ("Additional Terms") or (iii) add Attachments. Any Introductory Language, Additional Terms and Attachments are collectively referred to as "Provider-Specific Terms".

Order of Precedence. In the event of a conflict between the elements of the terms and conditions making up this Agreement, the order of precedence is: (i) any Amendment, (ii) Provider-Specific Terms and (iii) these Standard Terms.

Using the Cloud Service.

Permitted Use. Subject to this Agreement, Customer may use the Cloud Service for its own business purposes in accordance with its Subscription ("Permitted Use"). This includes the right to copy and use the Provider Software (if any) and Documentation as part of Customer's Permitted Use. Customer will comply with the Documentation in using the Cloud Service.

Users. Customer may permit Users to use the Cloud Service on its behalf. Customer is responsible for provisioning and managing its User accounts, for its Users' actions through the Cloud Service and for their compliance with this Agreement. Customer will ensure that Users keep their login credentials confidential and will promptly notify Provider upon learning of any compromise of User accounts or credentials.

Affiliates. Customer's Affiliates may serve as Users under this Agreement. Alternatively, Customer's Affiliates may enter into their own Orders as mutually agreed with Provider, which creates a separate agreement between each such Affiliate and Provider incorporating this Agreement with the Affiliate treated as "Customer". Neither Customer nor any Customer Affiliate has any rights under each other's separate agreement with Provider, and breach or termination of any such separate agreement affects only that agreement.

Customer Data.

Use of Customer Data. Subject to this Agreement, Provider will access and use Customer Data solely to provide and maintain the Cloud Service, Support and Professional Services under this Agreement ("Use of Customer Data"). Use of Customer Data includes sharing Customer Data as Customer directs through the Cloud Service, but Provider will not otherwise disclose Customer Data to third parties except as permitted in this Agreement.

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