Yellow Canary Acceptable Use Policy

1.    Definitions

End User means any person permitted by Yellow Canary or a client of Yellow Canary, to access and use of the SaaS Services.

Intellectual Property Rights means all copyright, trade mark, design, patent, semiconductor and circuit layout rights, trade, business, company and domain names, confidential and other proprietary rights, and any other rights to registration of such rights whether created before or after the date of this Acceptable Use Policy both in Australia and throughout the world.

IPR Claim means any claim alleging that the SaaS Services infringe a third party’s Intellectual Property Right in Australia.

SaaS Services means the software-as-a-service service which Yellow Canary has agreed to provide to a client under a contract.

Yellow Canary means Yellow Canary Holdings Pty Ltd and its related bodies corporate.

2.    Acceptable Use

The End Users must not:

(A) use the SaaS Services for any purpose that is not permitted by Yellow Canary;

(B) infringe Yellow Canary, its licensors’ or any other third party’s Intellectual Property Rights;

(C) decompile, decipher, disassemble, reverse engineer or otherwise decrypt the SaaS Services or any underlying software except to the extent permitted by non-excludable laws;

(D) use the SaaS Services in any way not expressly agreed in writing by Yellow Canary in advance to:

(i) provide services to a third party; or

(ii) allow any third party to access or use the SaaS Services;

(E) integrate or interoperate the SaaS Services with other software, hardware or data without obtaining any necessary permits, consents or licences required;

(F) modify or create a derivative work from the SaaS Services;

(G) use the SaaS Services in a way prohibited by law;

(H) copy the SaaS Services, or frame, scrape, store, publish, transmit or distribute the SaaS Services, in a manner that is not expressly agreed in writing by Yellow Canary in advance;

(I) use or refer to the SaaS Services in developing any goods or services that compete with the goods or services provided by Yellow Canary;

(J) use the SaaS Services to spam or distribute malware, for any offensive, harassing, fraudulent or defamatory purpose, or to violate the rights of others;

(K) disrupt or interfere with the SaaS Services, the systems and infrastructure that Yellow Canary uses to provide the SaaS Services, or any other users of the SaaS Services, including by:

(i) circumventing or break any encryption, decryption or other security or authentication measure contained in the SaaS Services;

(ii) breaching or attempt to bypass any security measures of the SaaS Services, including in relation to any penetration or security testing (or by authorising or directing anyone to do the same);

(iii) using the SaaS Services to try to gain unauthorised access to or disrupt any service, device, data, account or network, or in a way that could harm the SaaS Services or impair anyone else’s use of them; or

(iv) overwhelming or attempting to overwhelm Yellow Canary’s SaaS Services by imposing an unreasonably large load on Yellow Canary’s systems that consume extraordinary resources;

(L) remove, obscure or modify any trade marks, copyright notices or disclaimers as they appear in the SaaS Services;

(M) upload, submit, or otherwise provide information or content to the SaaS Service that:

(i) the End User has no right to submit;

(ii) contains viruses, bots, harmful code, worms, scripting exploits, or other similar materials; or

(iii) could otherwise cause damage to Yellow Canary or any third party;

(N) use the SaaS Services for any illegal purpose, or in violation of any laws (including without limitation data, privacy, and export control laws).

3.    Suspension or Termination of Services

Yellow Canary may suspend or terminate the End User’s use of or access to the SaaS Services from time to time if it reasonably believes that:

(A) the End User’s use of the SaaS Services could adversely impact other clients’ or their End Users’ use of the SaaS Services or the hosting environment, such as the servers used to provide the SaaS Services;

(B) there is suspected unauthorised third party access to the SaaS Services;

(C) suspension or termination is required to comply with applicable law;(D) there is any actual or potential IPR Claim which may affect or relate to the End User’s use of or access to the SaaS Services;

(E) it is necessary to mitigate issues caused by any acts or omissions of third parties or issues with any internet infrastructure;

(F) the End User has violated either the letter or the spirit of this Acceptable Use Policy;

(G) the SaaS Services are being misused by the End User or the relevant client; or

(H) Yellow Canary otherwise has the right to do so in its contract with the relevant client.

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