Taking into account the mutual agreements and understandings set forth in this Agreement, the Parties hereby agree as follows: 10.1. Indemnification by Reltio. In the event of a claim against the Customer, or if Reltio has reason to believe that, in addition to Reltio`s aforementioned defense and indemnification obligations, Reltio may, in its sole discretion and at no cost to the Customer, (i) modify the Platform so that it is no longer violated or misappropriated, without violating Reltio`s warranties under Article 9.1 (Reltio Warranties) above, (ii) obtain a license for Customer`s continued use of the Platform in accordance with the Agreement, or (iii) terminate Customer`s subscriptions to the Platform in writing to facilitate use with thirty (30) days` notice and refund Customer all prepaid fees; that cover the remainder of the term of such User Subscriptions after the effective date of termination. The indemnification obligations set forth herein do not apply to claims to the extent that the Customer is required to pay compensation in accordance with Article 10.2 (Indemnification by the Customer) below. “Platform” means the online software platform as a service provided by Reltio under the www.reltio.com Agreement, as it may be updated from time to time (such updates are collectively referred to as “Revisions”). 4.2. Permitted Disclosures. Customer agrees that Reltio may disclose Customer Data as follows: (a) where required by law in accordance with Section 8.3 (Forced Disclosure); (b) to third parties that Reltio engages to provide services or the Platform to customer under this Agreement, provided that Reltio has entered into a written agreement with such third parties requiring them to maintain the confidentiality of Customer Data to the same extent as Reltio does under the Agreement; (c) as expressly authorized in writing by the Customer; and (d) to Reltio`s affiliates or permitted assigns in accordance with Section 14.9 (Assignment), provided that Reltio has entered into a written agreement with such parties to maintain the confidentiality of Customer Data to the same extent as Reltio under the Agreement. 3.1 Fees. You will pay all applicable subscription fees notified to you upon registration (collectively, the “Subscription Fee”). You will pay a one-time installation fee provided to you upon registration (the “One-Time Installation Fee”).
You must also pay any additional fees that may be incurred as a result of late payments (collectively, the “Late Payment Fee”). We may update or change the Subscription Fees, One-Time Setup Fees and Late Payment Fees (collectively, fees) from time to time and notify you (including through the Platform or Website) of any such updates or changes. Billing begins upon registration and all subscription fees are due at the beginning of each service period. 8.1 Authorized Users. As part of your subscription to the Platform, you may authorize any number of your employees, contractors, agents or agents to access and use the Platform during the Term (the “Authorized Users”); provided, however, that the access of subcontractors, agents or representatives to the Platform and its use is limited to the provision of services for you. You are responsible for the acts and omissions of your Authorized Users and any other person who accesses and uses the Platform using your credentials or the identifiers of your Authorized Users, including usernames, passwords and other unique identifiers (the “Identifiers”), and for their compliance with this Agreement. In addition, you are solely responsible for the privacy and use of authorized user login credentials. When creating the account, authorized users must provide true, accurate, up-to-date and complete information. You will promptly notify us of the need to disable an authorized user or change login information. .