4.2 License Grants. Campus Labs grants Institution and its Users a non-exclusive, non-transferable, non-sublicenseable right to access and use the Program for the purpose for which it is made available to Institution and otherwise in accordance with the terms of this Agreement.

4.3 Restrictions. Institution shall not (i) modify, copy or make derivative works based on the Campus Labs Technology; (ii) disassemble, reverse engineer, or decompile any of the Campus Labs Technology; or (iii) “frame” or “mirror” any of Campus Labs’s content which forms part of the Program (other than on Institutions’ own internal intranets). Institution shall have the limited right to create Internet links to or from the Program; however, Campus Labs reserves the right, at its reasonable discretion, to terminate the use of any and all link(s) to and from its Program.

4.4 Institution Data. As between Campus Labs and Institution, all Institution Data, whether posted by Institution or by third parties, remains the sole property of Institution. To the extent that Institution grants Campus Labs access to Institution Data, Institution shall restrict Campus Labs's access to such Institution Data except as necessary for Campus Labs to perform the Programs. Institution Data shall be considered Confidential Information, subject to the terms of this Agreement. Campus Labs may access Institution's User accounts, including without limitation Institution Data, to respond to Program or technical problems. At all times during and after the License Term, all survey data sets Institution generates shall remain the exclusive property of Institution. If Institution should choose to utilize data sets to participate in any group or "benchmarking" projects, ownership of the resulting data sets will be governed by the written agreements associated with that project.

4.5 Ownership of Contacts. During and after the License Period, all Institution-specific contact sets (including email address, identification numbers or identities of students or other Institution constituents) shall remain the exclusive property of the Institution and qualify as “Confidential” as defined below and subject to the restrictions of the Family Educational Rights and Privacy Act and regulations promulgated thereunder (“FERPA”). Institution and Campus Labs acknowledge that, by Campus Labs’s provision of the Program(s), Campus Labs is a “school official” with “legitimate educational interests” under FERPA and Institution may disclose personally identifiable information (“PII”) of students, as that term is defined under FERPA, to Campus Labs for limited use in connection with operating the Program(s). Campus Labs will not disclose student PII to third parties or use it for any purpose other than performing its obligations hereunder.

5.1 Definition of Confidential Information. As used herein, “Confidential Information” means all information of a party (“Disclosing Party”) which the Disclosing Party designates in writing as being confidential when it discloses such information to the other party (“Receiving Party”), including without limitation the terms and conditions of this Agreement, Institution Data, the Campus Labs Technology, the Program, business and marketing plans, technology and technical information, product designs, and business processes (whether in tangible or intangible form, in written or in machine readable form, or disclosed orally or visually). Institution Data shall be deemed Confidential Information regardless of its written designation. Confidential Information shall not include any information that: (i) is or becomes generally known to the public without the Receiving Party’s breach of any obligation owed to the Disclosing Party; (ii) was independently developed by the Receiving Party without the Receiving Party’s breach of any obligation owed to the Disclosing Party; or (iii) is received from a third party who obtained such Confidential Information without any third party’s breach of any obligation owed to the Disclosing Party.

5.2 Confidentiality. The Receiving Party shall not disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, except as may be required to be disclosed under Government Rules or to comply with legal processes.

5.3 Protection. Each party agrees to protect the confidentiality of the Confidential Information of the other party in the same manner that it protects the confidentiality of its own proprietary and confidential information of like kind, but in no event shall either party exercise less than reasonable care in protecting such Confidential Information.

5.4 Remedies. If the Receiving Party discloses or uses (or threatens to disclose or use) any Confidential Information of the Disclosing Party in breach of this Section 5, the Disclosing Party shall have the right, in addition to any other remedies available to it, to seek injunctive relief to enjoin such acts, it being specifically acknowledged by the parties that any other available remedies are inadequate.