|
1. Customer Data. The Customer retains all right, title and interest in and to all Customer Data.
<br /> I 1 Notwithstanding the foregoing, but subject to its obligations under this Agreement and applicable laws,
<br /> Miovision shall have a non-exclusive, perpetual, royalty free right and license, including the right to grant any
<br /> sublicense or other interest therein or thereto, in each case at no cost to Miovision, to gather, organize,
<br /> aggregate, repurpose, combine and repackage data uploaded to the Miovision Platform. Such right and
<br /> license shall commence as of the initialization of the Miovision Platform and shall continue in effect with
<br /> respect to data captured thereunder throughout the term of Customer's use of the Miovision Platform and
<br /> following termination of same. The Customer agrees that it is solely and exclusively responsible for the
<br /> collection, accuracy, currency, quality, legality, completeness and use of Customer Data that is stored on the
<br /> System, disclosed to or used by Customer, Users or Clients in connection with the Miovision Platform, and
<br /> for compliance with all applicable laws and regulations in the appropriate jurisdiction, including without
<br /> limitation with respect to privacy, non-disclosure and confidentiality. The Customer acknowledges and
<br /> confirms that in providing the Miovision Platform, Miovision does not collect information that would identify
<br /> individuals, landmarks or other features or characteristics of a private nature, and that the only data collected
<br /> is with respect to license plates on vehicles.
<br /> 2. Customer Confidential Information. Miovision will restrict access to the Customer's Confidential
<br /> Information to: (i)those Miovision employees, consultants and/or subcontractors who have a need to access
<br /> the Customer Data in order to provide the Miovision Platform and Support, and have agreed to be bound by
<br /> the confidentiality provisions outlined herein; and(ii)those Clients that the Customer has given permission to
<br /> access through the Miovision Platform.
<br /> 3. Miovision Access and Use. Miovision shall have the right, in its sole discretion, to access the Customer's
<br /> Account from time to time, for purposes of Support, administration, invoicing and to inspect the Customer's
<br /> utilization of the Miovision Platform so as to ensure Customer's compliance with the provisions of this
<br /> Agreement.
<br /> ). LIMITED WARRANTIES AND DISCLAIMERS.
<br /> 1. Software Limited Warranty. Miovision warrants that the Miovision Platform will operate in substantial
<br /> conformity with the applicable documentation provided by Miovision and that Miovision will maintain the
<br /> Miovision Platform at reputable third party Internet service providers and hosting facilities. Miovision has
<br /> implemented reasonable security measures, including commercially reasonable technical, physical and
<br /> procedural controls to protect Customer Data against destruction, loss, alteration, unauthorized disclosure to
<br /> third parties or unauthorized access by employees or contractors employed by Miovision, whether by
<br /> accident or otherwise. However, the Customer acknowledges and agrees that, notwithstanding such security
<br /> measures, use of or connection to the Internet provides the opportunity for unauthorized third parties to
<br /> circumvent such precautions and illegally gain access to the Miovision Platform and Customer Data.
<br /> Accordingly, Miovision cannot and does not guarantee the privacy, security or authenticity of any information
<br /> so transmitted over or stored in any system connected to the Internet. For any breach of this warranty, the
<br /> Customer's sole and exclusive remedy and Miovision's sole and exclusive liability, shall be for Miovision to
<br /> correct any reported failure in the Miovision Platform, or, if Miovision is unable to provide such correction, the
<br /> Customer shall be entitled to recover that prepaid portion of the Fees in respect of the non-conforming
<br /> Miovision Platform.
<br /> 2. Exclusions. Miovision does not warrant that the functions contained in the Miovision Platform will meet the
<br /> Customer's requirements or that the operation of the Miovision Platform will be uninterrupted or error-free.
<br /> Miovision does not warrant that the Miovision Platform will appear precisely as described in the
<br /> documentation or that all errors will be corrected.
<br /> 84
<br />
|