Common use of Open Database Connection Clause in Contracts

Open Database Connection. Licensee may establish an open database connection (“ODBC”) to Skyward’s database for read access. In the event Licensee wishes to insert, update, or delete data, an Application Programming Interface (API) will be used in lieu of ODBC. Licensee will be permitted to insert, update, or delete its data in the Skyward database subject to the following terms and conditions: (a) Licensee will be the sole and exclusive owner of all data inserted into the Skyward database, (b) Licensee agrees to hold Skyward harmless from any liability relating to Licensee’s insertion, modification, or deletion of data in the Skyward database, including but not limited to the corruption of such database, (c) Licensee shall compensate Skyward to repair any problems relating to the corruption of the Skyward database arising from or related to the insertion, modification, or deletion of the Licensee’s data, (d) Licensee agrees to create a backup of the database prior to inserting, updating, or deleting any data, and (e) Licensee shall not allow any third party vendors, suppliers, or other individuals or entities associated with Licensee access to the API connection without the prior written consent of Skyward and Skyward may, in its sole discretion, require that any such third party execute a confidentiality and nondisclosure agreement in the form and substance required by Skyward. The Licensee further agrees that Skyward will not be liable for any claim or action whatsoever or damages, regardless of type, resulting from the Licensee’s failure to properly save or back up all data and information inserted, modified, or deleted by Licensee through the API connection.

Open Database Connection. Licensee Subscriber may establish an open database connection (“ODBC”) to Skyward’s database for read access. In the event Licensee Subscriber wishes to insert, update, or delete data, an Application Programming Interface (API) will be used in lieu of ODBCODBC . Licensee Subscriber will be permitted to insert, update, or delete its data in the Skyward database subject to the following terms and conditions: (a) Licensee Subscriber will be the sole and exclusive owner of all data inserted into the Skyward database, (b) Licensee Subscriber agrees to hold Skyward harmless from any liability relating to LicenseeSubscriber’s insertion, modification, or deletion of data in the Skyward database, including but not limited to the corruption of such database, (c) Licensee Subscriber shall compensate Skyward to repair any problems relating to the corruption of the Skyward database arising from or related to the insertion, modification, or deletion of the LicenseeSubscriber’s data, (d) Licensee Subscriber agrees to create a backup of the database prior to inserting, updating, or deleting any data, and (e) Licensee Subscriber shall not allow any third party vendors, suppliers, or other individuals or entities associated with Licensee Subscriber access to the API connection without the prior written consent of Skyward and Skyward may, in its sole discretion, require that any such third party execute a confidentiality and nondisclosure agreement in the form and substance required by Skyward. The Licensee Subscriber further agrees that Skyward will not be liable for any claim or action whatsoever or damages, regardless of type, resulting from the LicenseeSubscriber’s failure to properly save or back up all data and information inserted, modified, or deleted by Licensee Subscriber through the API connection.