Acceptable use policy.

This Acceptable Use Policy (“AUP”) applies to all Customers and Authorized Users of Talkdesk. All capitalized terms used in this AUP have the meanings given to them in Talkdesk’s online Master Subscription Agreement, or, as applicable, the signed Master Subscription Agreement between the parties (“MSA”).

Talkdesk may monitor the Services to detect any violation of the MSA.  Customer and its Authorized Users shall not access or use the Services or the Documentation except as otherwise expressly permitted or contemplated by the MSA. For the purpose of clarity and without limiting the generality of the foregoing, Customer and its Authorized Users shall not:

a. Make the Services or Documentation available to anyone other than Customer or Authorized Users, or use any Services or Documentation for the benefit of anyone other than Customer or its Affiliates, unless expressly stated otherwise in an Order Form or the Documentation;

b. Modify, translate, adapt, alter, or create derivative works or improvements of the Talkdesk Services or the Documentation;

c. Copy, rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise exploit or make available the Talkdesk Services or Documentation to any person, including on or in connection with the internet or any time-sharing, service bureau, software as a service, cloud, or other technology or service;

d. Bypass or breach or attempt to bypass or breach any security device or protection used by the Talkdesk Services;

e. Use the Services or a Third-Party Product to store or transmit any content or communications (commercial or otherwise) that is infringing, tortious, libelous, harmful, unwanted, inappropriate, objectionable, confirmed to be criminal misinformation or otherwise unlawful, or to store or transmit material in violation of third-party privacy rights;

f. Input, upload, transmit, or otherwise provide to or through the Talkdesk Services any information or materials that are unlawful or injurious, or contain, transmit or activate any harmful code;

g. Use the Services or a Third-Party Product to store or transmit code, files, scripts, agents or programs intended to do harm, including, for example, viruses, worms, time bombs and Trojan horses;

h. Interfere with or disrupt the integrity or performance of any Services or Third-Party Content contained therein;

i. Attempt to gain unauthorized access to any Services or Third-Party Product or its related systems or networks;

j. Permit direct or indirect access to or use of any Services or Third-Party Content in a way that circumvents a contractual usage limit, or use any Services to access or use any of Talkdesk intellectual property except as permitted under this Agreement, an Order Form, or the Documentation;

k. Copy Third-Party Content except as permitted herein or in an Order Form or the Documentation;

l. Frame or mirror any part of any Services or Third-Party Product, other than framing on Customer’s own intranets or otherwise for its own internal business purposes or as permitted in the Documentation;

m. Except to the extent permitted by applicable law, disassemble, reverse engineer, or decompile the Services or any Third-Party Content or access it to (1) build a competitive product or service, (2) build a product or service using similar ideas, features, functions or graphics of the Services, (3) copy any ideas, features, functions or graphics of the Services, or (4) determine whether the Services are within the scope of any patent;

n. Access the Services and Documentation for benchmarking or competitive purposes; or

o. Otherwise use the Services or the Documentation in any unlawful manner or outside the scope of the Agreement.