Last Updated on January 2019

1.  General. This Acceptable Use Policy (“AUP”) addresses requirements applicable to Customer’s use of the ACROSS Subscription. Capitalized terms not otherwise defined herein will have the meanings set forth in the Software Subscription Agreement (v2014).

2.  Appropriate Use. Customer and Customer’s Users may only use the Subscription for lawful purposes. Customer may not use nor allow its Users to use the Subscription in connection with any (a) infringement or misappropriation of any copyright, trademark, patent, trade secret or other intellectual property rights; (b) defamation, libel, slander, obscenity or violation of the rights of privacy or publicity; (c) promotion of violence, hatred, or racial or religious intolerance; or (d) any other offensive, harassing or illegal conduct. ACROSS will cooperate with law enforcement and other authorities in investigating claims of illegal activity or suspected illegal activity, including, but not limited to, illegal transfer or publication of copyrighted material. If Customer violates any portion of this Acceptable Use Policy, Customer accepts sole responsibility for all remedial actions and costs related to such violation(s), including but not limited to, compliance efforts and costs associated with statutory obligations or government investigations.

3.  Responsibility for Content. Customer understands and agrees that, for the purposes of applicable law, ACROSS is an internet­based software as a service provider, and Customer provides information content. Customer accepts sole responsibility for information and content collected, stored or transmitted by the Subscription on behalf of Customer or its Users. If Customer acquires content from third­parties for republication, Customer is solely responsible for ensuring it complies with any licensing requirements associated with such content. Customer acknowledges that ACROSS exercises no control over the information passing through the ACROSS Technology or system, and that ACROSS assumes no responsibility for Customer content.

4.  Prevention of Malware. Customer will ensure that Customer content does not contain malicious software, for example, computer viruses, “Trojan horse” software, or logic bombs, which might cause damage to ACROSS or third­party computer systems or otherwise make modifications to those systems not authorized by their owners (“Malware”).

5.  Personal Information. Customer will not use ACROSS Subscription to:

• collect or store account numbers from credit cards, debit cards, bank accounts or other financial systems;

• collect or store U.S. Social Security Numbers, drivers’ license or other personal identification numbers issued by any government or financial institution; or

• collect, store or otherwise handle personal information in a manner not disclosed by Customer to the user, or in violation of any applicable state or federal laws; or

collect, store or transmit Personal Health Information (“PHI”) as defined by HIPAA if Customer is a Covered Entity as defined by HIPAA if Customer is a Covered Entity as defined by HIPAA.

6.  System and Network Security. ACROSS strictly prohibits the use of the Subscription to violate the security of ACROSS’s Technology, system or network or any other system or network, including, without limitation, unauthorized access (often known as “hacking”) to, monitoring of, probing, or interference with, computers or networks, distribution of Malware, interfering with services, such as denial of service attacks, load or stress testing, or other activities which are destructive of or intentionally place abnormal demands on the ACROSS’s infrastructure. Customer may not through action or inaction permit others to use its systems for illegal activities or to violate the terms of this AUP.

7.  Restrictions on Use of Hosting Facilities. ACROSS is not a general internet hosting provider. Web hosting facilities (“Hosting Facilities”) included with the Subscription are provided solely to facilitate use of the Subscription. Use of the Hosting Facilities for bandwidth­intensive secondary purposes including, but not limited to podcasting and video streaming, is not permitted. In the event that ACROSS identifies a bandwidth­intensive use by Customer, in ACROSS’s sole discretion, ACROSS may require Customer to discontinue such usage and move bandwidth­intensive materials to a third­party hosting provider. ACROSS does not host software, including server­side scripting, originated by Customer or third parties.

8.  Enforcement of AUP. ACROSS, in its sole discretion, will determine on a case­by­case basis reasonable action to be taken in response to violations of this AUP of which it becomes aware. ACROSS reserves the right to suspend the provision of Subscription(s) or related services, or take other appropriate remedial action to address any violation or suspected violation of the AUP. ACROSS will use reasonable efforts to notify Customer and provide an opportunity to cure before taking any such action, if practicable and if allowed by law. Customer will cooperate with ACROSS in investigating complaints about potential violations and in taking any corrective action that ACROSS deems necessary to correct an impermissible use of the Subscription by Customer or Customer’s Users. Customer will cooperate with ACROSS in investigating complaints about potential violations and in taking any corrective action that ACROSS deems necessary to correct an impermissible use of the Subscription by Customer or Customer’s end users. Corrective actions may include, but are not limited to:

• 8.1.  For Subscription Use.
  • 1.  suspend access to part or all of the Subscription; and/or
  • 2.  terminate the Agreement for breach.

• 8.2.  For Customer Content.
  • 1.  removing any Customer Content from the Subscription that ACROSS determines, at its reasonable discretion, may be illegal, tortious, or infringing on the rights of a third party (“Suspect Content”). In the event that ACROSS intends to remove Suspect Content from the Subscription, ACROSS will provide written notice to Customer indicating ACROSS’s basis for classifying the Customer Content as Suspect Content and its basis for engaging in any such removal actions. Customer may either (i) concur that removal is warranted and make the required changes or (ii) notify ACROSS that it intends to contest the removal request and agree to indemnify ACROSS against any third party claims related to the Suspect Content. ACROSS may remove the Suspect Content itself if the Customer fails to respond to ACROSS’s notice of intent to remove within two (2) business days.

9.  General Customer Compliance with Laws. Customer will comply in all material respects with all laws and regulations applicable to Customer in its use of the ACROSS Technology. The parties acknowledge that ACROSS is a “service provider” as defined in 17 USC § 512(k)(1), is subject to the Digital Millennium Copyright Act (“DMCA”), and has the duties of a service provider under the DMCA. Customer is solely responsible for ensuring that Customer Data and Customer content and its provision of same to ACROSS complies at all times with all applicable laws and regulations.