Terms & Conditions of Use of Starvision’s Software 1. STARVISION shall grant a licence, in accordance with section 2, to the Customer to enable the Customer to Use the Software and the Customer accepts such licence and engages StarVision to provide the Software upon the terms and conditions The Use of the Software and provision of related services shall be in accordance with and subject to the terms & conditions, all of which the Customer undertakes to comply. “Use” shall mean and include use by users nominated by the Customer accessing the Software via a Uniform Resource Locator (URL) that will from time to time be notified by STARVISION to Customer, via individual login names and passwords (“Registered Users”) and by other users authorised by the Customer accessing those parts of the product to which a password is not required (“Authorised Users”). “STARVISION Documentation” or “Documentation” means STARVISION’s operating manuals, user instructions, technical literature and other related materials, whether published by STARVISION online or in any media and made generally available by STARVISION for the Software. 2. License Grant and Related Provisions 2.1. Grant of License. This license authorises Customer to Use the Software solely for its own internal business purposes and is limited to the number of users and employees specified by Customer in the Customer order for the Software 2.2. Limitations. Customer shall not permit any third party to use STARVISION Software and Documentation in any way whatsoever nor use the Software and Materials on behalf of or for the benefit of any third party in any way whatsoever (including, without limitation, using the STARVISION Software and Documentation for the purpose of operating a bureau service). 2.3. Updates. STARVISION reserves the right to update the design of the software, or part thereof at any time without notice to Customer. 2.3.1 Limitations on Reverse Engineering, Decompilation, and Disassembly. Customer may not modify, reverse engineer, decompile, or disassemble the Software. 2.3.2 No Separation of Components. The Software is licensed as a single product and none of the components making up the Software nor any update may be separated for use. 3. Customer’s Undertakings 3.1 The Customer undertakes not to perform and to procure that no Registered User or Authorised User performs any of the acts referred to in this clause 3 except to the extent permitted by overriding statutory requirements. 3.2 The Customer undertakes not to, and to ensure no Registered User or Authorised User shall: 3.2.1 copy the Software nor otherwise reproduce the same; 3.2.2 translate, adapt, vary, or modify the Software; 3.2.3 disassemble, decompile or reverse engineer the Software. 3.3 In addition, the Customer undertakes: 3.3.1 to supervise and control Use of the Software in accordance with the terms and any conduct policy relating to Use of the Software as notified to the Customer by STARVISION from time to time and to ensure that all Registered Users and Authorised Users comply with the terms of such policy so far as applicable to them; and 3.3.2 not to provide or otherwise make available the Software in whole or in part (including but not limited to object and source program listings, object code and source code), in any form to any person other than STARVISION’s employees without prior written consent from STARVISION. 3.4 The Customer is responsible for maintaining its own internet access and all necessary telecommunications equipment, software and other materials in order to be able to Use the Software. 3.5 The Customer shall document and promptly report all errors or malfunctions in Use of the Software to StarVision. 3.6 StarVision reserves the right to terminate or suspend the Customer’s or any of its Registered User’s or Authorised User’s Use of the Software immediately if the Software or its servers is compromised, cracked or hacked or used inappropriately by any person in any way: 3.6.1 in a distributed denial of service attack; 3.6.2 to probe parts of other servers for vulnerability; 3.6.3 for any illegal activity; 3.6.4 to cause network disruption. 4. Acknowledgment 4.1 The Customer acknowledges that the Software has not been wholly developed to the Customer’s specification and agrees that STARVISION may make such alterations, modifications and upgrades to the Software and may correct any errors at any time to improve the overall functionality of the Software as STARVISION thinks fit even if such alterations, modifications, upgrades and corrections do not specifically improve the operation of the Software for the Customer’s particular purposes. STARVISION shall give, where practical reasonable notice to the Customer of any such alterations to the Software. 5. Ownership 5.1 STARVISION reserves all rights in the Software. All copyrights, trademarks, patents and other conceivable intellectual property rights in and to the Software (including, but not limited to other data files, images appearing in the Software and screen displays as well as any and all documentation relating to the Software) are owned by STARVISION or its licensors, and are protected by Singapore and foreign copyright laws, international treaties and other applicable laws.