These Specific Terms of Use are appended to the STC and are intended to determine the terms and conditions applicable to any Cisco's SaaS Services and Cloud Connected Audio – Service Provider (CCA-SP) services (if applicable) [hereinafter referred together to as the Services].

THE PARTIES AGREE THESE SPECIFIC TERMS OF USE PREVAIL ON ANY CONTRARY PROVISIONS CONTAINED IN ANY OTHER CONTRACTUAL DOCUMENT.

DEFINITIONS

The terms used in these Specific Terms of Use not defined in this article shall have the same meaning as that which is given to them in the STC.

"Named License" refers to any individual license ordered by the Client for a named Moderator.

“SaaS Services” are those Cisco’s collaboration services as specified in the Service Order Form.

“Software” is the machine readable (object code) version of the computer programs provided with the SaaS Services and made available by Cisco for licence to the Client including firmware and any copies made, bug fixes for, updates to, or upgrades thereof.

GENERAL CONDITIONS - SERVICE USE POLICY

1. Limitation of capacity. For the use of Services, the Client undertakes to inform its Moderators of the limits of capacity attached to the Moderator licenses. These limits are mentioned in the related Service Order Form and apply for all the Participants and the Moderator of the conference.

2. Fair use. The Services are subject to a fair use policy of which the details are conveyed to the Client upon signing the Contract. The Client undertakes to inform its Moderators of and to ensure their compliance with the relevant fair use policy. In the event of exceeding by Moderator of this limit, Arkadin shall inform the Client of this in order that the Client can adjust the consumption of the Moderator.

3. The Client undertakes to ensure that the Moderators comply with use of the Service limited to one meeting at a time.

4. The identification of the Moderators with a Named License must be unique and associated to such Moderator. It cannot, in any event, be generic.

Furthermore, Named Licenses cannot, in any event, be shared or assigned. Any transfer between Moderators must be the subject of prior, written authorisation from Arkadin.

5. Any unauthorised use and/or any exceeding by the Moderators of the aforementioned use limits shall be billed by Arkadin on the basis of the rates mentioned in Arkadin's price list, which the Client expressly accepts.

6. Auditing. The parties agree that Arkadin may conduct, at its expense, audits focusing on the declarations of use made by the Users of the Services in order to ensure their compliance with the contractual provisions. These audits may be conducted remotely or on the Client's premises. Arkadin shall inform in writing the Client with prior notice of ten (10) days of its intention to have an audit conducted on its premises as well as the topic on which Arkadin wants to focus the audit. Audits shall be conducted during the Client's offices' working hours and an audit report shall be issued to the Client. In the event that the audit report reveals non-fulfilment of the Client's obligations, the latter undertakes to resolve this within ten (10) days.

SPECIFIC CONDITIONS APPLICABLE TO SAAS SERVICES

1/ By using any SaaS Services, Client accepts the “Cisco SaaS Agreement” located at http://contractdocuments.webex.com/webextermsconditions   

2/ Prior to any Software installation, the Client shall accept the Cisco’s End User License Agreement (“EULA”) located at http://www.cisco.com/go/eula

The Client shall notify Arkadin promptly of any breach or suspected breach of the Cisco’s EULA, SaaS Agreement and further agrees that the Client will, at Arkadin’s request, assist Arkadin and Cisco in efforts to preserve Cisco’s or its supplier’s Intellectual Property rights including pursuing an action against any breaching third parties.

3/The warranties for Cisco’s SaaS Services may be found at the following URL: http://www.cisco.com/go/warranty

4/ Prior to send a service order form, Client agrees to have read, understood and accepted the relevant service description and User obligations provided by Cisco at the following URL

http://www.cisco.com/go/servicedescriptions

SPECIFIC CONDITIONS FOR CLOUD CONNECTED AUDIO – SERVICE PROVIDER (CCA-SP) SERVICES

1. Client's obligations

1.1 The Client shall use CCA-SP services in accordance with the written instructions issued by Arkadin, in particular in the "welcome email".

1.2 The Client is responsible for providing internet access, connectivity, as well as communications equipment. Establishing the online-connection to CCA-SP services and operating the User devices for using the services is not part of the CCA-SP services.

2. Liability

Arkadin's full liability to the Client, its representatives, employees, agents, consultants or officials is limited, all damages and service credits included, to three (3) times the monthly average of the sums invoiced by Arkadin to the Client from the date of signing of the Service Order Form until the date of the event giving rise to the damage, in respect of the service(s) from which it originated. This limitation of liability is overall and not per-incident.

3. Intellectual Property

The issuing by Arkadin of User PIN code, passwords and telephone numbers does not result in any transfer of ownership to Users.

Arkadin may mention in its communications that it is the Client's preferred supplier of the Services.

4. Service Charges

Arkadin reserves the right to modify the Standard Charges relating to access to and use of the CCA-SP services subject to notifying in writing the Client sixty (60) days in advance. The Client, if it refuses this change, shall be entitled to terminate by registered letter with acknowledgement of receipt, the affected service(s) without any penalty, within thirty (30) days from the date of receipt of said notification. Cancellation shall take effect on the date of application of the new Standard Charges. Nonetheless for firm subscriptions or in the event of a minimum undertaking by the Client, termination shall be effective only on the date of the end of these subscriptions or undertaking.

Service Charges include the time connection to the conference, actual conference time, waiting time and time for connection to any Arkadin assistance service, in particular to the client assistance service as well as potential disconnection costs. The Service Charges are calculated for the consumption share per minute, in full minutes, on a per Participant and Moderator basis (inbound or outbound legs), in full minute increments from the initial call connection to the termination of all conferences.