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TownSq SaaS License Agreement

Last updated: August 14, 2018

TOWNSQ SAAS LICENSE AGREEMENT

This TownSq SaaS License Agreement(the “TownSq SaaS License”) is between Advanced Technology Group, Inc. (“ATG”, “We”, “Us” or “Our”) and the entity identified in the applicable Order Form (“You” or “Your”).  ATG and You are each a “Party” and together are the “Parties” to this TownSq SaaS License.

The terms the Master Customer Agreement (“Agreement”), available at http://legal.atgonline.comare incorporated into and made a part of this TownSq SaaS License.  Capitalized terms used in this TownSq SaaS License and not otherwise defined herein will have the meaning given to them in the Agreement.

In the event of any conflict or inconsistency between the terms and conditions of this TownSq SaaS License, the Agreement or any Order Form, the following order of precedence will apply: (1) the applicable Order Form, (2) this TownSq SaaS License, and (3) the Agreement.

This TownSq SaaS License sets forth the additional terms and conditions that governs Your use of the TownSq SaaS Software.

  1. Definitions.
    1. “Maintenance and Support Services” means the maintenance and support services provided by Us to You under this TownSq SaaS License, as further described in https://atgonline.com/townsq-saas-license-agreement/.
    2. “TownSq Documentation” means, with respect to any TownSq SaaS Software, all user and technical documentation, functional specifications and media for such TownSq SaaS Software, whether in print, electronic or other format, in each case as provided to You pursuant to this TownSq SaaS License, and all copies, in whole or in part, and any translations thereof.
    3. “TownSq SaaS Software” means the TownSq software hosted by ATG or its service provider, as further described in the applicable Order Form.
  2. License Grant. Subject to the terms and conditions of this TownSqSaaS License and the Agreement, for the term of this TownSqSaaS License, We grant You a limited, non-exclusive, revocable, non-transferable and non-sublicensable right to access the TownSqSaaS Software and TownSqDocumentation solely for Your internal business purposes for the number of Authorized Users set forth in the applicable Order Form.
  3. Maintenance and Support. During the term of this TownSqSaaS License, We will use commercially reasonable efforts to provide Maintenance and Support Services.
  4. Additional Restrictions. In addition to the restrictions set forth in the Agreement, You shall not, shall not permit any other person to, and shall ensure no person will, share passwords with any other person.  Each user name may only be accessed and used by one Authorized User and may only be reassigned to a new individual replacing an Authorized User who will no longer use the TownSqSaaS Software.
  5. Your Account Security. Youare responsible for properly configuring and using the TownSqSaaS Software and otherwise taking appropriate action to secure and protect Your account and Your Content in a manner that will provide appropriate security and protection, which might include use of encryption to protect Your Content from unauthorized access.
  6. Changes.We may modify, remove or discontinue any component of the TownSqSaaS Software, or the functionality thereof, from time to time in our sole discretion without any liability or notice to You.  We do not guarantee the availability of any component, features, functionality or interoperability of the TownSqSaaS Software.  We have no obligation to maintain or support any prior version of the TownSqSaaS Software.
  7. Modifications. We may make changes or updates to this TownSqSaaS License from time to time in our sole discretion without notice or liability to You. The most current version of this TownSqSaaS License will be made available at https://atgonline.com/townsq-saas-license-agreement/.
  8. Term. The term of this TownSqSaaS License shall commence on the date set forth in the applicable Order Form and end on the earlier of (1) the termination or expiration the applicable Order Form; or (2) the termination or expiration of the Agreement.  Sections 1 and 4- 5 shall survive the expiration or termination of this TownSqSaaS License.