Appendix B to Shrinkwrap Licence Agreement Terms of Hosting Services

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Appendix B to Shrinkwrap Licence Agreement Terms of Hosting Services Powered By Docstoc
					                                                    Appendix B to Shrinkwrap Licence Agreement
                                                          Terms of Hosting Services

This appendix applies only if Licensee is acquiring hosting services. It should be read in conjunction with the Shrinkwrap Licence Agreement



      1. Hosting Services. The hosting services will include providing                             i)    Servers running behind secure firewall.
access to an Internet web server, at a location selected by Rightnow, for the
purpose of hosting Licensee’s Rightnow Webpages. As part of the hosting                 8. Right to Suspend Services. Rightnow reserves the right to
services, Rightnow will provide initial configuration of the Webpages to           investigate any suspected violation of this Agreement. When Rightnow
Licensee’s requirements. Such configuration will include (a) adjusting the user    becomes aware of possible violations, Rightnow may initiate an investigation
interface of the Licensed Software to conform to the look and feel of the          that may include gathering information from Licensee, the end-user(s) involved
Licensee’s Internet home page and (b) entering or importing up to 25 FAQs and      and the complaining party, if any, and the examination of the Content on any
answers. Additional importing, customization or system management services         servers in Rightnow’s control. During the investigation, Rightnow may
are not included in the hosting services and will be charged at Rightnow’s then    suspend Licensee, the end-user(s) involved and/or remove the material involved
current hourly rate.                                                               from such servers. If Rightnow believes, in its reasonable discretion, that
                                                                                   violation of this Agreement has occurred, it may take responsive action. Such
      2. Compliance with Laws. Licensee will use Rightnow’s hosting                action may include, but is not limited to, permanent removal of the material
services and facilities in a manner that does not violate any applicable law or    involved from such servers, the cancellation of newsgroup posts, warnings to
regulation                                                                         the end-user(s) responsible, and the suspension or termination of the hosting
      3. Agreement Not to Post Unlawful Material. Licensee is prohibited           services hereunder.
from storing, distributing or transmitting any unlawful material through the
hosting services provided hereunder. Examples of unlawful material include,             9. Remedy. In the event that Rightnow provides the hosting services
but are not limited to, threats of physical harm, child pornography, and           on the terms set forth in this Appendix B in a manner that significantly affects
copyrighted, trademarked and other proprietary material used without proper        the performance of the Webpages and Licensee so notifies Righ tnow with a
authorization. Licensee may not post, upload, or otherwise distribute              written report of such failure via email to support@rightnowtech.com,
copyrighted material as a result of the hosting services provided hereunder        Rightnow’s sole obligation shall be to use commercially reasonable efforts to
without the consent of the copyright holder. The storage, distribution, or         correct such failure promptly. EXCEPT AS EXPRESSLY PROVIDED IN
transmission of unlawful materials could subject Licensee to criminal as well as   THIS APPENDIX B, THE HOSTING SERVICES ARE PROVIDED WITH
civil liability, in addition to the actions further outlined in this Agreement.    NO OTHER WARRANTIES OF ANY KIND, AND Rightnow DISCLAIMS
                                                                                   TO THE FULLEST EXTENT PERMITTED BY LAW ALL OTHER
      4. Licensee’s Use. The hosting services are provided for Licensee’s          WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT
individual business, and Licensee may not transfer any connections, nor resell     LIMITATION ANY WARRANTY OF SAT ISFACTORY QUALITY OR
any of the hosting services to any third party. Rightnow may enga ge               FITNESS FOR A PARTICULAR PURPOSE. Rightnow DOES NOT
subcontractors to perform the hosting services so long as such subcontractors      WARRANT THAT THE HOSTING SERVICES WILL BE
comply with the terms of this Appendix B.                                          UNINTERRUPTED OR ERROR-FREE.

      5. Webpages Content. Licensee will supply all text, pictures, sound,               10. Discontinuation of Hosting Services. Rightnow may discontinue
graphics, video and other data for the Webpages (the “Content”), and Rightnow      providing the hosting services to Licensee, without prior notice or liability to
will have no obligation to supplement, modify, alter, review, monitor, screen or   Licensee for any conduct which Rightnow, in its reasonable discretion, believes
edit any of the Content at any time.                                               violates this Agreement or is otherwise harmful to Rightnow’s interests, or
                                                                                   those of other Rightnow customers and affiliates. If the host ing services are
     6. Licence. During the term of this Agreement, Licensee hereby                terminated for any reason, Rightnow shall provide Licensee with the
grants to Rightnow a non-exclusive, royalty-free, worldwide licence (a) to         information contained in Licensee’s knowledge base, by electronic
reproduce, distribute, publicly perform, publicly display and digitally perform    transmission.
the Content in conjunction with the Webpages and (b) to use Licensee’s                   11. Indemnification by Licensee. Licensee agrees to indemnify and
trademarks, service marks, tradenames, logos or other commercial or product        hold harmless Rightnow, its affiliates, officers, agents, directors, and
designations (collectively, the “Marks”) in conjunction with the Webpages.         employees, against any and all claims, actions, proceedings, expenses, damages
Licensee may terminate the foregoing licence to use the Marks without penalty      and liabilities (including but not limited to any governmental investigations,
to Rightnow if it determines that Rightnow’s use of the Marks does not             complaints and actions) and reasonable legal fees, arising out of or in
conform to its standards.                                                          connection with (a) any breach or alleged breach of this Agreement by
                                                                                   Licensee, including its representations, warranties and covenants, or (b) any
      7. Security. Rightnow shall ensure that all hosted environments meet         claim arising out of the operation of the Webpages (including, without
 the following physical security requirements:                                     limitation, any action for personal injury, death or other cause of action
                a) Single point of entry to hosting areas;                         involving product liability and any action for infringement or violation of any
                b) Main access monitored with additional access for                trademark, copyright, trade secret, right of publicity or privacy (including
                      emergency purposes only;                                     defamation), patent or other propriet ary right with respect to the Webpages).
                c) Surveillance cameras in facility;                               Rightnow will give Licensee prompt notice of any claim for which it is seeking
                d) Access validation with identity check;                          indemnification, and will allow Licensee to control the defense and settlement
                e) Access only to persons on RightNow approved access              of such claim.
                      list.
RightNow shall also ensure that all hosted environments meet the following
electronic security conditions:
                f) Log-in validation;
                g) Creation of accounts only as verified by RightNow or
                      sub-contracted hosting provider;
                h) Secure SSH (encrypted) connections to access servers;

				
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