1import{_ as e,c as t,a as i,o as n,bc as a}from"./index-ClQXkqY7.js";const o={class:"agreement-section-wrapper"};const r=e({name:"Userlicense",mounted(){document.title=`RiskProfiler - ${this.$route.params.serviceId.split("_").join(" ")}`}},[["render",function(e,r,s,c,l,d){return n(),t("section",o,[...r[0]||(r[0]=[i('<div id="agreement-section" data-v-77e4e6f8><div class="logo-container" data-v-77e4e6f8><img src="'+a+'" alt="Risk Profiler" class="dark-img" data-v-77e4e6f8><p class="text-center" data-v-77e4e6f8>Effective Date: Jan 1, 2023</p></div><h1 class="text-center" data-v-77e4e6f8>END-USER LICENSE AND SERVICE AGREEMENT</h1><p data-v-77e4e6f8> This End-User licensing and service agreement (âAgreementâ) is between RiskProfiler (âRisk Profiler Inc.â or âLicensorâ), and its customer(âLicenseeâ), the licensing party of the RiskProfilerâs Licensed Product with an effective date as of the date the customer accesses Licensed Product using the authorized access credentials either signed up on our website or provided by the RiskProfiler staff. By accessing the RiskProfiler Licensed Product, you accept the terms and conditions contained in this agreement. </p><ol type="1" data-v-77e4e6f8><li data-v-77e4e6f8><span data-v-77e4e6f8>Definitions.</span> As used herein, the following definitions shall apply: <ol type="a" data-v-77e4e6f8><li data-v-77e4e6f8> "Licensed Product"shall mean collectively the Licensed Software, Licensed Documentation, Hosted Services, Support and Professional Services. </li><li data-v-77e4e6f8> "Licensed Software" or "Software" shall mean the software in object code form, for which Licensee has paid a license fee, all updates and revisions thereto supplied by Licensor during the term hereof, and all permitted copies of the foregoing. </li><li data-v-77e4e6f8> "Licensed Documentation" shall mean any documents delivered by Licensor to Licensee that relate to the Licensed Software. </li><li data-v-77e4e6f8> "Use" shall mean the reading into and out of memory of the Licensed Software and the execution of such Software. </li><li data-v-77e4e6f8> âHosted Servicesâ shall mean a type of service offered by RiskProfiler SaaS platform including monitoring of external attack surface and related scans and use of the hosted environment (the âHosted Environmentâ). </li><li data-v-77e4e6f8> âScan(s)â are defined as the function performed by the Software and/or theHosted Services on external assets, which are conducted in order to provide visibility to the Licenseeregarding its external attack surface and related vulnerabilities. </li><li data-v-77e4e6f8> âConfidential Informationâ is defined as the information learned or disclosed by a Party under this Agreement that should reasonably be assumed to be confidential or proprietary, including the Licensed Productand the terms of this Agreement. SuchInformation will remain the property of the disclosing Party, and the receiving Party will not be deemed by virtue of this Agreement or any access to the Confidential Information to have acquired any right, title,or interest in or to the Confidential Information.Confidential Information excludes any information that: (i) is or becomes generallyknown to the public through no fault or breach of this Agreement by receiving party; (ii) was already rightfully in receiving partyâs possession, without restriction on use or disclosure, when receiving party received it under this Agreement; (iii) is independently developed by receiving party without use of disclosing partyâs Confidential Information; or (iv) was or is rightfully obtained by receiving party, without restriction on use or disclosure, from a third party not under a duty of confidentiality to disclosing party. </li><li data-v-77e4e6f8> âRiskProfiler Partnerâ means a RiskProfiler authorized reseller, distributor, or systems integrator authorized by RiskProfiler to sell RiskProfiler technology. </li></ol></li><li data-v-77e4e6f8><span data-v-77e4e6f8>License.</span>Subject to the signing up on the Licensed Product and/or payment of the license fees and charges to the Licensor, Licensor hereby grants to Licensee, and Licensee hereby accepts, a personal, non-exclusive, and non-transferable license (without the rights to sublicense) to use the Licensed Product in accordance with the terms and conditions of this License and Service Agreement. The Licensed Product shall only be used for the number of scans and defined users thateither Licensor has authorized for free accessfor limited usage and period,or the Licensee has paid a license feeto the Licensor. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>License Fees and Charges, Taxes, and Payments for Services.</span>The license fees and charges for the license herein granted to Licensee shall be the then current license fees and charges of Licensor for the Licensed Product in effect at the time of Licensor's acceptance of this Agreement. Payment for products and services covered in the on-line ordering procedures, are due prior to the release of the Licensed Product or performance of the services. Any license fee, taxes, or other charges for the Licensed Product that is not paid before the Licensor provides the Licensed Product shall be paid within thirty days after receipt of such product. Any fee for maintenance and update services, in accordance with Schedule A, that is not paid prior to the beginning of the peri
1od of such annual maintenance services shall be paid within thirty days after the beginning of the period of such annual maintenance services. Any additional services that are provided by Licensor to Licensee on a time and materials basis shall be paid within thirty days after receipt of an invoice for such services. If Licensee does not pay all amounts due within the payment periods stated above, Licensor may terminate the Agreement, pursuant to Paragraph 11, and cease the performance of any further services </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Terms of License Agreement and Licenses.</span>Unless otherwise terminated or canceled as provided herein, the term hereof and of the licenses granted herein shall commence on the date the Licensee is provided access to the Licensed Product, normally by the issuance of a customer ID and password, and shall continue until the Licensee discontinues the licensed use of the Licensed Software. Any party who is not a party to this Agreement has no right under any law to enforce any term of this Agreement. This Agreement is not intended nor will it be interpreted to confer any benefit, right or privilege in any person or entity not a party to this Agreement. Any provision of this Agreement that imposes or contemplates continuing obligations on a party and any sectionwhich by its nature is intended to survive will survive the expiration or termination of this Agreement. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Protection of Licensed Product.</span>Licensee acknowledges and agrees that the Licensed Product and all permitted copies thereof are Licensor's exclusiveproperty and constitute a valuable trade secret of Licensor. Licensee and its employees may not disclose or make available to third parties nor modify the Licensed Product or any portion thereof without Licensor's prior written approval. Licensee may not access the Licensed Product for any unauthorized purposes, such as but not limited to, reverse engineering and decompiling. Upon any termination, cancellation, or expiration hereof, Licensee shall immediately return the Licensed Product and all copies thereof to Licensoras applicable. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Confidentiality.</span>Each Party agrees to hold the disclosing Partyâs Confidential Information confidential and use a reasonable degree of care. Each Party may share Confidential Information with its Affiliates or authorized contractors in the performance of its duties under this Agreement; provided, however, each Party shall be responsible to ensure that such Affiliate or authorized contractors are bound by obligations of confidentiality at least as stringent as those set forth in this Agreement. Furthermore, if Customer intentionally or unintentionally requests or performs scans on third party scanning targets, Customer agrees that RiskProfiler may disclose such information to relevant parties as required by law, and such disclosure shall not be considered a breach of confidentiality. Each Party agrees to not disclose any sensitive, non-public, personally identifiable information including but not limited to social security numbers, tax ids, credit/debit card numbers, banking, or health-related information, etc. RiskProfiler does not require the transmission or processing of such information in order to perform its duties under this Agreement. If Customer inadvertently or unintentionally discloses such information, Customer shall notify to RiskProfiler that it has disclosed suchinformation and RiskProfiler shall promptly return and/or destroy such information. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Legal Disclosures.</span>The receiving Party may disclose Confidential Information if required by law. In such circumstances, the receiving Party shall promptly notify the disclosing Party so that the disclosing Party may take necessary actions to prevent or limit such disclosure if it chooses to. The receiving Party may take precautions in disclosing information and shall furnish only that information which is required by law. The receiving Party acknowledges and agrees that the breach of any term, covenant,or provision of this Agreement may cause irreparable harm to the disclosing Party, andthe disclosing Party shall be entitled to seek relief available at law or in equity. The receiving Party acknowledges and agrees that it will notify the disclosing Party promptly of any unauthorized use or disclosure of the disclosing Partyâs Confidential Information. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Reproduction and Modification of the Licensed Product.</span>Licensee may not copy, modify or transfer the Licensed Product, except that Licensee may copy the Licensed Product only to the extent necessary to load the Licensed Product on Licensee'
1s nodes, networks,or hosts. Licensee may use the Licensed Product only on the assetsfor which Licensee has paid a license fee. Upon any termination, cancellation, or expiration hereof or any license granted hereunder, Licensee shall remove the Licensed Product and all portions thereof, and Licensee shall have no right thereafter to use the Licensed Productor any portion thereof. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Services.</span>Licensee shall have the sole and exclusive responsibility for the selection, installation, and Use of the Licensed Product. Licensor shall provide Licensee with Services at Licensor's then current charges therefor. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Third-Party Beneficiaries.</span>ThisAgreementdoes not grant any right or cause of action to any third party. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>RiskProfiler Partner Transactions.</span>If you purchase RiskProfiler Licensed Product from a RiskProfilerPartner, the terms of this Agreementapply to your use of that RiskProfiler technology and prevail over any inconsistent provisions in your agreement with the RiskProfiler Partner.To place an order, Customer shall provide the RiskProfiler Partner with a purchase order (or a similar document as required by the RiskProfiler Partner) in response to a valid quote from such RiskProfiler Partner. Following RiskProfiler Partnerâs receipt of such purchase order, RiskProfiler shall issue a sales order confirmationor other similar order acceptance document. No order shall be deemed accepted by RiskProfiler until RiskProfiler issues the sales order confirmation. The sales order confirmation shall set forth all subscriptions by Customer. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Direct Transactions.</span> If you purchase RiskProfiler technology directly from RiskProfiler, you agree to pay all amounts due as specified in a RiskProfiler invoice. Payment is due within thirty (30) days from the date of invoice to you. Invoice only supersedes any change in net terms as mentioned in the invoice from time to time as agreed in the sales order confirmation. You further acknowledge and agree for paying directly or reimburse RiskProfiler for any taxes whether sales or excise, value-added taxes, landing fees, import duties, andthe like as required by law whether foreign or domestic imposed or arising out of the transaction with RiskProfiler through this Agreement. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Modifications to the Agreement.</span>Licensormay change this Agreementor any of its components by updating this Agreementon www.riskprofiler.io. Changes to the Agreementapply to any Entitlements acquired or renewed after the date of modification. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Maintenance and Updates.</span>Maintenance and updates of the Licensed Software, as described in Schedule A, will be provided to Licensee only when licensee has purchased and paid for such services in accordance with this Agreement. Licensor shall be under no obligation to provide maintenance and updates to Licensee beyond that included in Schedule A. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Negotiation of Warranty.</span>THE LICENSED PRODUCT IS PROVIDED ON AN "AS-IS" BASIS, AND THERE ARE NO WARRANTIES EXPRESS OR IMPLIEDOR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE. LICENSEE SHALL BE SOLELY RESPONSIBLE FOR THE SELECTION, USE, EFFICIENCY, AND SUITABILITY OF THE LICENSED PRODUCT AND LICENSOR SHALL HAVE NO LIABILITY THEREFOR.LICENSEEâS USE OF THE PRODUCTS IS AT LICENSEEâS OWN RISK. LICENSEE UNDERSTANDS AND AGREES THAT ASSESSING ATTACK SURFACE AND RELATED RISKS IS A COMPLEX PROCEDURE, AND LICENSOR DOES NOT GUARANTEE THAT THE RESULTS OF THE PRODUCTS WILL BE ERROR-FREE OR PROVIDE A COMPLETE AND ACCURATE STATE OF LICENSEEâS SECURITY FLAWS, AND NOT RELY SOLELY ON SUCH PRODUCTS IN DEVELOPING ITS CYBER SECURITY STRATEGY. LICENSEE IS SOLELY RESPONSIBLE FOR ANY DAMAGES RELATING TO LOSS OR IMPACT FROM USING LICENCED PRODUCTS. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Indemnification.</span>Licensor shallat its sole cost and expensedefend, indemnify and hold harmless Licensee, its authorized officers, employees, agents, representativesand volunteers from and against any damages, liabilities, costs and expenses (including reasonableattorneys' fees, experts' fees and court costs) arising out of any claim by a third party that the licensed use of the Licensed Products infringes any patent, copyright, trademark, or trade secret (collectively "Intellectual Property"). Provided that Licensor assumes the defense with counsel reasonably acceptable to Licensee, Licensor shall have sole control and authority with respect to the defense, thereof. Licensor may not settle the claim or suit absent the written consent of Licensee unless such settlement (a) includes a release of all claims pending against Licensee, (b) contains
1no admission of liability or wrongdoing by Licensee, and (c) imposes no obligations upon Licensee other than an obligation to stop using any infringing items. <br data-v-77e4e6f8> If a claim of infringement under thisSection 16occurs, or if Licensor determines a claim is likely to occur, Licensor will have the right, in its sole discretion, to either (i) procure for Licensee the right or license to continue to use the Licensed Product free of the infringement claim, or (ii) modify or replaced the Licensed Product to make it non-infringing, without loss of material functionality. If neither of these remedies is reasonably available to Licensor, Licensor may, in its sole discretion, immediately terminate this Agreement and return the prorated portion of any pre-paid, unused fees for the relevant Licensed Product. For infringing Licensed Software licensed on a perpetual basis, the refund shall consist of a straight-line depreciation of the license fee based on a three (3) year useful life. Notwithstanding the foregoing, Licensor will have no obligation with respect to any claim of infringement that is based upon or arises out of (i) the use or combination of the Licensed Product with any hardware, software, products, data, or other materials not provided by Licensor, (ii) modification or alteration of the Licensed Product by anyone other than Licensoror its authorized third party, (iii) use of Licensed Product in excess of the rights grantedin this Agreement, or (iv) any specifications or other intellectual property provided by Licensee. The indemnity in this Section16shall not apply to any claim which is brought more than one year after the circumstances giving rise to the claim have come, or should reasonably come, to the attention of the Licensee. <br data-v-77e4e6f8> Licensee shall at its sole cost and expense defend and/or settle on behalf of Licensor including Licensorâs officers, directors, employees, representatives, volunteers,and agents,and indemnify Licensorfor, any third-partyclaims brought against Licensorarising out of or relating to Licenseeâs use of the Licensed Products to perform scans on third party scan targets, except to the extent that any such claim or action is caused by materialfailure of the Licensed Products. <br data-v-77e4e6f8> This Section 16 sets forth Licensorâs sole and exclusive liability and Licenseeâs sole and exclusive remedy with respect to any claim of intellectual property infringement. <br data-v-77e4e6f8> Both indemnitor acknowledge and agree that the indemnitor shall only be responsible for the indemnification obligations set forth in this Section 16 if the indemnitee: (i) promptly provides the written notice of such action or claim to the indemnitor; (ii) gives the right to control and direct the investigation, defense, and/or settlement of such action or claim to the indemnitor; (iii) reasonably cooperates in the defense of such a claim with the indemnitor (at the indemnitorâs expense); and (iv) is not in breach of this Agreement. Nothing herein shall prevent the indemnitee from engaging in defense of any such claim with its own legal representation, provided that this does not materially prejudice the indemnitorâs defense. The indemnitor shall obtain the indemniteeâs prior written consent for settling any claims on behalf of the indemnitee, provided, however, the indemnitor shall not be required to obtain consent to settle a claim which settlement consists solely of: (x) discontinued use of infringing Products and/or (y) the payment of money for which theindemnitor has a duty to indemnify. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Negotiation of Proprietary Rights Indemnity.</span>LICENSOR SHALL HAVE NO LIABILITY TO LICENSEE FOR THE INFRINGEMENT OF PROPRIETARY RIGHTS BY THE LICENSED PRODUCT OR ANY PORTION THEREOF. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Termination/Cancellation.</span>Licensor may terminate/cancel this Agreement and any license granted to Licensee hereunder if: Licensee fails to pay Licensor any license fees and charges, taxes, or applicable charges for Services rendered; Licensee is in default of any other provision hereof and such default has not been cured within ten days after Licensor gives Licensee written notice thereof; or Licensee becomes insolvent or seeks protection, voluntarily or involuntarily, under any bankruptcy law. In the event of any termination/cancellation hereof or of any license granted to Licensee hereunder, Licensor may: Declare all amounts owed hereunder to Licensor to be immediately due and require that Licensee cease any further Use of the Licensed Product or any portion thereof and immediately return the Licensed Product and all copies thereof, in whole or in part, and delete the Licensed Product or copies thereof from Licensee's computer equipment; and Cease performance of all of Licensor's obligations hereunder without liability to Licensee.Licensor's foregoing rights and remedies shall be cumulative and in addition to all other rights and remedies available to Licensor in law and in equity.Licensee may terminate this Agreement for any lawful reason upon ninety (90) days prior written notice to Licensor. If Licensee terminates for convenience, Licensee shall not receive a refund and shall remain obligated to pay for Licensed Products for which it has previously entered into a transaction as well as any additional payment obligations agreed upon prior to the termination date. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>
1Limitation of Liability.</span>IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL,INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OR LOST PROFITS ARISING OUT OF OR RELATED TO THIS LICENSE, LICENSED PRODUCTAND SERVICE AGREEMENT OR THE PERFORMANCE OR BREACH HEREOFREGARDLESS OF THE NATURE OF THE CLAIM, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILTY THEREOF. LICENSOR'S LIABILITY TO LICENSEE HEREUNDER, IF ANY, SHALL IN NO EVENT EXCEED THE TOTAL OF THE LICENSE FEES AND SERVICES CHARGES PAID TO LICENSOR HEREUNDER BY LICENSEE. THESE WARRANTIES, EXCLUSIVE REMEDIES, AND LIMITATIONS OF LIABILITY ALLOCATE THE RISKS OF LICENSED PRODUCT FAILURE BETWEEN LICENSOR AND THE LICENSEE. LICENSOR'S PRICINGREFLECTS THIS ALLOCATION OF RISK.THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO ANY LIABILITY WITH RESPECT TO (i) COMPLIANCE WITH STATUTES AND REGULATION; (ii) INDEMNITY OBLIGATIONS, (iii) THIRD PARTY CLAIMS FOR DEATH, BODILY INJURY TO PERSONS OR DAMAGE TO REAL OR TANGIBLE PERSONAL PROPERTY CAUSED BY A PARTY'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; OR (iv) LICENSEE'S LIABILITY FOR USE OF THE LICENSE PRODUCT IN EXCESS OF THE RIGHTS GRANTED HEREUNDER. NOTHING HEREIN SHALL BE CONSTRUED TO WAIVE ORLIMIT LICENSEE'S SOVEREIGN IMMUNITY OR ANY OTHER IMMUNITY FROM SUIT PROVIDED BY LAW.THE LIABILITY CAPS SET FORTH IN SECTION 19 SHALL NOT APPLY TO DAMAGES RESULTING FROM: (I) DAMAGE TO REAL OR PERSONAL PROPERTY; (II) PERSONAL INJURY OR DEATH; (III) FRAUD OR WILLFUL MISCONDUCT; (IV) INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 16 (INDEMNIFICATION); (V) LICENSEEâS BREACH OF SECTION 5 (PROTECTION OF LICENSED PRODUCT); OR LICENSEEâS BREACH OF SECTION 8 (REPRODUCTION AND MODIFICATION OF THE LICENSED PRODUCT). EACH OF THE LIMITATIONS SET FORTH IN THIS SECTION 19 SHALL BE ENFORCED TO THE FULLEST EXTENT OF THE LAW. ANY LAWS PREVENTING SUCH LIMITATIONS SHALL ONLY APPLY TO THE EXTENT REQUIRED BY LAW AND THE REMAINING UNAFFECTED TERMS SHALL APPLY IN FULL. UNLESS EXPRESSLY PROHIBITED BY LAW, EACH PARTY SHALL HAVE A PERIOD OF NO GREATER THAN TWELVE (12) MONTHS FROM THE DATE THE CAUSE OF ACTION ACCRUES TO BRING A CLAIM AGAINST THE OTHER PARTY FOR SUCH CAUSE OF ACTION. </li><li data-v-77e4e6f8> THE LICENSE PRODUCT IN EXCESS OF THE RIGHTS GRANTED HEREUNDER. NOTHING HEREIN SHALL BE CONSTRUED TO WAIVE OR LIMIT LICENSEE'S SOVEREIGN IMMUNITY OR ANY OTHER IMMUNITY FROM SUIT PROVIDED BY LAW. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Export Administration.</span> Licensee agrees to comply fully with all United States governmentlaws and regulations to assure that neither the Licensed Product nor any direct product thereof, is exported, directly or indirectly, in violation of United States law. The Licensed Product may not be transferred outside the country where delivery is taken or transferred, sold, assigned, or otherwise conveyed to another party without Licensor's prior written consent. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Governing Law and Venue.</span> This Agreement shall be interpreted in accordance with the substantive laws of the State of Delaware, without regard to choice-of-law rules or principles. Due to the high costs and time involved in commercial litigation before a jury, both Parties waive all rights to a jury trial with respect to any issues in any action or proceeding arising out of or related to this Agreement. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Third Party Use.</span> Licensee may permit a third party (âLicenseeâs Agentâ) to use the Products to perform security services for and on behalf of Licensee but solely for Licenseeâs benefit and solely for Licenseeâs internal business purposes. Licensee shall be fully responsible for Licenseeâs Agentâs use of the Products including liability for any breaches of the Agreement or use beyond the licensed quantities set forth in the Ordering Document. Licensee acknowledges and agrees that Licensor shall have the right to withdraw its consent to the use of any Licenseeâs Agent in its reasonable discretion. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Legal Notices.</span> Any legal notices or other communication pursuant to this Agreement must be in
1writing, in English, and will be deemed to have been duly given when delivered by a recognized courierto the authorized signatory of the Licensor (For the purposes of this Section 24, the authorized signatory is the CEO of the Licensor). All notices to Licensormust be sent to the address described in this Agreement to the attention of the Legal Department (unless otherwise specified by Licensor). All notices Licensorsends toLicenseeshall be at the physical address referenced in this Agreement (or otherwise provided to Licensee in the Ordering Document or published on the Licenseeâs website or social media pages). Licensormay provide notices with regard to Licensed Productsor any additional products or servicesvia the email address Licenseeprovided during Licensed Product registration and Licenseehereby consents to receive such communications from Licensorin an electronic form. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Assignment.</span> Licensee acknowledges and agrees that Licensee may not assign or otherwise transfer this Agreement without the Licensorâs prior written consent, which will not be unreasonably withheld; provided, however, Licensee may transfer this Agreement to an Affiliate or in connection with a merger or sale of all (or substantially all) of the stock or other ownership units of Licensee. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Force Majeure.</span> Licensee acknowledges and agrees that Licensor shall not be liable for any loss or delay (including failure to meet the service level commitment) resulting from any force majeure event, including, but not limited to, acts of God, fire, natural disaster, terrorism, labor stoppage, Internet service provider failures or delays, civil unrest, war or military hostilities, or criminal acts of third parties, and any delivery date shall be extended to the extent of any resulting delay. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>General.</span>The effective date of this Agreement shall be the date the Licensee is provided access to the Licensed Software, normally by issuance of a customer ID and password. Any claim by the Licensee arising out of or related to this Agreement must be brought no later than thirty days after it has accrued. This Agreement is the sole agreement between the parties relating to the subject matter hereof and supersedes all prior understandings, writings, proposals, representations, or communications, oral or written of either party. No Licensee document or sales ordering document shall modify, supersede, or become part of this Agreement, or otherwise contractually bind Licensor unless signed in writing by the Licensor. Both Parties agree and acknowledge that the provisions of this Agreement will be deemed severable, and the unenforceability of any one or more provisions will not affect the enforceability of any other provisions. Both Parties agree and acknowledge that if any provision of this Agreement, for any reason, is declared to be unenforceable, the Parties will substitute an enforceable provision that, to the maximum extent possible under applicable law, preserves the original intentions and economic positions of the Parties. Section headings are for convenience only and shall not be considered in the interpretation of this Agreement. The relationship between the Parties is of independent contractors and this Agreement will not establish any relationship of partnership, joint venture, employment, franchise or agencybetween the Parties. All references in this Agreement to the âpurchaseâ of Licensed Product shall mean the obtaining of a license to use such products, and all references to âsaleâ, âsellingâ, âresaleâ or âresellingâ of the Licensed Product shall mean thegranting of a license to use the software. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Logo Usage.</span>Licensee agrees that Licensor may use Licenseeâs name or logo in a customer list. Licenseemay not use Licensorâs name or logo without prior written consent and in accordance with Licensorâs guidelines. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Waiver.</span> No failure or delay by a Party in exercising any right, power or remedy will operate as a waiver of that right, power or remedy, and no waiver will be effective unless it is in writing and signed by the waiving Party. If a Party waives any right, power or remedy, the waiver will not waive any successive or other right, power or remedy the Party may have under this Agreement. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Severability.</span> If any provision of this Agreement shall be held to be invalid or unenforceable, the remainder of this Agreement shall remain in full force and effect. To the extent any express or implied restrictions are not permitted by applicable laws, these express or implied restrictions shall remain in force and effect to the maximum extent permitted by such applicable laws. </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Legal Compliance.</span> Licensed Product is solely for lawful purposes and use. Each party agrees to perform their respective obligations in a manner that c
1omplies with all applicable national, federal, state and local laws, statutes, ordinances, regulations and codes (âApplicable Lawsâ). </li><li data-v-77e4e6f8><span data-v-77e4e6f8>Evaluations.</span> Licensor may at its sole discretion provide evaluation licenses to the Licensee. Such Licensee may be used by the Licensee for evaluation purposes only. The license term will expire at the agreed-upon evaluation period, at which time Licensee must cease the use or access to the Licensed Product. Licensor shall have no obligation to provide Support Services during the evaluation period. Licensee may not use the evaluation licenses for scanning third-party scan targets or providing services to its client. If Licensee is a technology partner of the Licensor, Licensee may use evaluation license provided by the Licensor under Section 32 to create interoperability between Licensor and the technology partner. </li></ol><h1 class="text-center" data-v-77e4e6f8>Schedule A: MAINTENANCE AND UPDATES</h1><ol type="1" data-v-77e4e6f8><li data-v-77e4e6f8> Subject always to the terms of any Order Form (as applicable) Licensee is required to purchase annual support services described in this Section ("Support") for the first year for all licenses. </li><li data-v-77e4e6f8> Support begins on the date the Licensee is provided access to the Licensed Software, normally by issuance of a customer ID and password, and will expire automatically on the anniversary date, unless renewed for the follow-on annual term. The fees for the renewal year shall be as specified in Licensorâs then-current Price List. </li><li data-v-77e4e6f8> Licensor retains the right to modify its Support programs, but only if the modifications apply generally to all Support program customers and only if the overall quality and availability of services is at least generally equivalent to the services stated in this Agreement. Support includes the right to receive error corrections, bug fixes, patches, updates and other modifications to the Licensed Software that are made generally available to customers on Support ("Maintenance Releases"). </li><li data-v-77e4e6f8> Subject always to the terms of any Order Form (as applicable) payment of the applicable maintenance and updates fees, the license granted to Licensee under Section 2of the Agreement extends to, and the term "Licensed Software" shall include, all Maintenance Releases received from Licensor. Licensor will use all commercially reasonable efforts to resolve all support issues to the satisfaction of Licensee, but it retains the right to determine whether to revise, enhance or otherwise modify the Licensed Software and which requested changes to make to the Licensed Software. Information provided by Licensee in connection with Licensorâsperformance of maintenance and updates services may be used by Licensor to support or enhance the Licensed Software. Licensor shall have no obligation to support altered, damaged, or modified software, software that is not the most current Version or the immediately previous Version or a Version provided by Licensor to Licenseewithin the past year, software problems caused by Licensee's negligence, abuse, or misapplication by use of Licensed Software other than as specified in the Documentation, or by other causes beyond the reasonable control of Licensor; or software installed on any computer hardware or operating system not identified as supported by Licensor. Licensor reserves the right to implement bug fixes solely in the current Version of the Licensed Software. </li></ol></div>',1)])])}],["__scopeId","data-v-77e4e6f8"]]);export{r as default};
Line numbers count LF bytes from the start of the resource, as the search results do. Vendor segments are library code the classifier recognised; they are stored but not indexed. Bytes are shown as Latin1 characters, one per byte.