User Guide

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transferable, sub-licensable license to use, reproduce, modify, adapt, publish,
translate, creative derivative works from, distribute, publicly perform and display
this data, and any name, username or likeness provided in connection with this data
in all media formats and channels now known or later developed, without
compensation to Buyer. ThirdEye hereby grants Buyer a limited, perpetual, non-
exclusive right and license to use such data strictly for purposes of Customer’s own
internal use of the Product.
2. LIMITATIONS ON USE. Buyer shall not (i) license, sublicense, sell, resell,
transfer, assign, distribute or otherwise commercially exploit or make available to
any third party the Product in any way without the prior consent of ThirdEye; (ii)
modify or make derivative works based upon the Product or any portion thereof;
(iii) reverse engineer the Product or any portion thereof; (iv) access the Product in
order to build a competitive product or service, or (v) remove or obstruct the
ThirdEye name or logo or any other proprietary labels or notices contained on the
Product.
3. Buyer agrees that it will hold in strict confidence and not disclose Confidential
Information (as defined below) to any third party and to use the Confidential
Information only to fulfill its obligations hereunder. Buyer shall only permit access
to the party’s Confidential Information to those of its employees having a legitimate
need to know and who have signed confidentiality agreements containing terms at
least as restrictive as those contained herein. No other use of the Confidential
Information is granted without the written consent of ThirdEye. Buyer shall not use
the Confidential Information for purposes of unfair or improper competition or as a
basis for or to assist in creating a competing product or service. Buyer agrees to
advise ThirdEye in writing of any misappropriation or misuse by any person of the
Confidential Information. “Confidential Information” shall mean all non-public
information about ThirdEye (or its affiliates’, customers’ or suppliers’) business,
activities or products that is proprietary or confidential, which shall include, but not
be limited to, all business, financial, technical and other information, trade secrets,
patents, patent applications, copyrights, know-how, processes, ideas, inventions
(whether patentable or not), formulas, computer programs, software and software
code, databases, technical drawings, designs, algorithms, technology, interfaces,
materials, any other technical, business, financial, customer and product
development plans, customer lists, customer and supplier information, forecasts,
strategies and other confidential information, whether disclosed on, before or after
the date these Terms were provided to Buyer. Buyer’s confidentiality obligations
shall not apply to information which: (i) is in the public domain through no fault of
Buyer; (ii) was known to Buyer at the time of disclosure by ThirdEye or becomes
known to Buyer without breach of any confidentiality agreement; or (iii) is disclosed
pursuant to judicial order, requirement of a governmental agency or by operation of