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availability of dedicated Internet access required for the Service and the Software as set out on the Kaseya <br />website located at http://roverapps.com/requirements. <br />4.12. Kaseya Traverse Software Restrictions. <br />4.12.1. Third Party Materials. Some third party materials included in the Software may be subject to <br />other terms and conditions, which are typically found in a "Read Me" file or "About" file in the <br />Software. You agree to read such other terms and conditions, and if you do not agree to accept <br />such terms, you agree not to use the Software. <br />4.12.2. Managed Service Provider. You are not permitted to offer services to third parties in connection <br />with your access, installation, download, copying, execution of or interaction with (collectively, <br />"Use") the Kaseya Traverse Software unless you have purchased a "Managed Service Provider" or <br />"MSP" license from Kaseya. You may only offer these services to third parties under an MSP <br />license as long as the Kaseya Traverse Software is covered by an active maintenance and support <br />contract. If you enter into a contract with a third party in which the third party manages Your <br />information technology resources ("Managing Party"), you may transfer only your rights to Use <br />the Kaseya Traverse Software to such Managing Party, provided that: (a) the Managing Party only <br />Uses the Kaseya Traverse Software for your internal operations and not for the benefit of another <br />third party; (b) the Managing Party agrees in writing provided to Kaseya to comply with the terms <br />and conditions of the Agreement; and (c) you provide Kaseya with written notice that a Managing <br />Party will be Using the Kaseya Traverse Software on your behalf. Except with Kaseya's prior <br />written consent, you may not permit third parties to benefit from the Use of the Kaseya Traverse <br />Software via a timesharing, service bureau or any other arrangement. <br />4.12.3. Lab Copy Licenses. Software may be provided to you under a laboratory license ("Lab License <br />Software"). Such Lab License Software may only be deployed on one or more servers in a non - <br />production, laboratory environment. Lab License Software may not be used in a production <br />environment. <br />4.12.4. Failover/Standby Licenses. A "Warm Standby" license allows you to install the Software, but not <br />keep the Software running on spare or backup servers while the primary production Software is <br />running. A "Hot Standby" license allows you to install and keep the Software running on spare or <br />backup servers at all times as a backup of the primary production Software. <br />4.12.5. APIs. Kaseya may make APIs generally available for the Software. You may not use the APIs or <br />incorporate the runtime component in a product to develop a product or service that competes with <br />products or services offered by Kaseya. <br />4.12.6. Free Software. The Software may include some software programs that are licensed (or <br />sublicensed) under the GNU General Public License ("GPL") or other similar free software ("Free <br />Software") licenses which, among other rights, permit a user to copy, modify and redistribute <br />certain programs, or portions thereof, and have access to the source code. The GPL requires that <br />for any software covered under the GPL, which is distributed to users in an executable binary <br />format, that the source code also be made available to those users. For any such Software covered <br />under the GPL, the source code will be provided to you upon your request. If any Free Software <br />licenses require that Kaseya provide rights to use, copy or modify a software program that are <br />broader than the rights granted in the Agreement, then such rights shall take precedence over the <br />rights and restrictions in the Agreement. <br />4.13. Cloud Services and Software. This section applies to the license of Software and Services on the Cloud <br />model. <br />4.13.1. Microsoft Office 365 Access. To the extent applicable, you agree to allow Kaseya to access your <br />then current Microsoft Office 365 account for the sole purpose of performing Kaseya's obligations <br />under the Agreement. <br />4.13.2. Internal Use; Authorized Users. Unless otherwise agreed with Kaseya, the Services and/or <br />Software may only be used in connection with your own internal business purposes and that of <br />your Affiliates. You agree: (a) to provide only Authorized Users with access to the Software and <br />Services, such access to be only via the access method provided by Kaseya; (b) to ensure that your <br />Authorized Users keep confidential and not share with any third party any "PIN", "ID" or similar <br />password (if applicable) that it is used to facilitate your Authorized Users' access to the Services <br />and/or Software; (c) to keep up-to-date records of the names of your Authorized Users and any <br />passwords issued to or used by your Authorized Users; and (d) to contact Kaseya if updates to any <br />list of Authorized Users provided to Kaseya are required, including when Authorized Users cease <br />to be employed or engaged by you. <br />