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ii-I <br />worldwide license to access and use each Platform, solely for internal business purposes in connection <br />with the Department's/Customer's use of the Services as set forth herein. <br />1.3 Subscription Services. Each applicable Order Form shall specify and further <br />describe the Subscription Services to be provided in accordance with the representations and warranties <br />set forth herein, and shall identify, each applicable Platform, user limitations, fees, subscription term and <br />other applicable terms and conditions. <br />1.4 Professional Services. Each applicable Statement of Work shall specify and <br />further describe the Professional Services to be provided in accordance with the representations and <br />warranties set forth herein, and may, but need not, include, the Professional Services offered, limitations, <br />milestones, fees, term and other applicable terms and conditions. <br />1.5 Changes to Platform. Sharp Performance may, in its sole discretion, make any <br />changes to any Platform that it deems necessary or useful to (i) maintain or enhance (a) the quality or <br />delivery of Sharp Performance's products or services to its the Departments, (b) the competitive strength <br />of, or market for, Sharp Performance's products or services, (c) such Platform's cost efficiency or <br />performance, or (ii) to comply with applicable law. <br />2. PLATFORM ACCESS AND AUTHORIZED USER <br />2.1 Administrative Users. During the configuration and set-up process for each <br />Platform, the Department/Customer will identify an administrative userriame and password for the <br />Department's/Customer's Sharp Performance accounts. Each member will receive their own individual <br />account with its own unique username and password. Sharp Performance reserves the right to refuse <br />registration of, or cancel usernames and passwords it deems inappropriate. <br />2.2 Authorized Users. the Department/Customer may allow such number of the <br />Department's/Customer's employees and/or independent contractors as is indicated on an Order Form to <br />use the applicable Platform on behalf of the Department/Customer as "the Department/Customer Users." <br />Authorized User subscriptions are for designated Authorized Users and cannot be shared or used by more <br />than one Authorized User, but may be reassigned to a new Authorized User replacing former Authorized <br />Users who no longer require ongoing use of the applicable Platform. <br />2.3 Authorized User Conditions to Use. As a condition to access and use of a Platform <br />(i) each Authorized User shall agree to abide by the terms of Sharp Performance's end -user terms of use <br />which it may adopt from time to time, (ii) the Department/Customer Users shall agree to abide by the terms <br />of this Agreement, and (iii) Vendor Users shall agree to abide by the terms of the then -current Sharp <br />Performance Vendor Terms of Service applicable to such Platform, and, in each case, the <br />Department/Customer shall ensure such compliance. the Department/Customer shall immediately notify <br />Sharp Performance of any violation of the terms of any of the foregoing by any Authorized User upon <br />becoming aware of such violation, and shall be liable for any breach of the foregoing agreements by any <br />Authorized User as provided herein. <br />Page 2 of 14 <br />