END USER LICENSE AGREEMENT
NOTICE TO USER:
THIS IS AN AGREEMENT GOVERNING YOUR USE OF BITRIX SITE
MANAGER, FURTHER DEFINED HEREIN AS "PRODUCT", AND THE
LICENSOR OF THE PRODUCT IS WILLING TO PROVIDE YOU WITH
ACCESS TO THE PRODUCT ONLY ON THE CONDITION THAT YOU ACCEPT
ALL OF THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT.
BELOW, YOU ARE ASKED TO ACCEPT THIS AGREEMENT AND CONTINUE
TO INSTALL OR, IF YOU DO NOT WISH TO ACCEPT THIS AGREEMENT,
TO DECLINE THIS AGREEMENT, IN WHICH CASE YOU WILL NOT BE
ABLE TO INSTALL OR OPERATE THE PRODUCT. BY INSTALLING THIS
PRODUCT YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS
AGREEMENT.
A COPY OF THIS EULA CAN BE FOUND AT THE INSTALLATION
DIRECTORY UNDER THE DOCUMENTS NAME "BITRIX USER
AGREEMENT.PDF" OR ONLINE-HELP/EULA SHOULD YOU WISH TO
CONSULT IT IN THE FUTURE.
This Electronic End User License Agreement (the "Agreement")
is a legal agreement between you (either an individual or an
entity), the licensee, and Bitrix OOO and its affiliates
(collectively, the "Licensor"), regarding the Licensor's
software and service titled "Bitrix Site Manager", as
applicable pursuant to a valid license, you are about to
download and/or other related services, including without
limitation a) all of the contents of the files, disk(s),
CD-ROM(s) or other media with which this Agreement is
provided and including all forms of code, such as source
code and object code, (the "Software"), b) all successor
upgrades, modified versions, modified modules, revisions,
patches, enhancements, fixes, modifications, copies,
additions or maintenance releases of the Software, if any,
licensed to you by the Licensor (collectively, the
"Updates"), and c) related user documentation and
explanatory materials or files provided in written, "online"
or electronic form (the "Documentation" and together with
the Software and Updates, the "Product"). You are subject
to the terms and conditions of this End User License
Agreement whether you access or obtain the Product directly
from the Licensor, or through any other source. For
purposes hereof, "you" means the individual person
installing or using the Product on his or her own behalf;
or, if the Product is being downloaded or installed on
behalf of an organization, such as an employer, "you" means
the organization for which the Product is downloaded or
installed, then the person accepting this agreement
represents hereby that such organization has authorized such
person to accept this agreement on the organization's
behalf. For purposes hereof the term "organization,"
without limitation, includes any partnership, limited
liability company, corporation, association, joint stock
company, trust, joint venture, labor organization,
unincorporated organization, or governmental authority.
By accessing, storing, loading, installing, executing,
displaying, copying the Product into the memory of a Client
Device, as defined below, or otherwise benefiting from using
the functionality of the Product ("Operating"), you agree to
be bound by the terms and conditions of this Agreement. If
you do not agree to the terms and conditions of this
Agreement, the Licensor is unwilling to license the Product
to you. In such event, you may not Operate or use the
Product in any way.
BEFORE YOU PUT A CHECKMARK AT THE "I ACCEPT THE AGREEMENT"
BUTTON AND PRESS "NEXT", PLEASE CAREFULLY READ THE TERMS AND
CONDITIONS OF THIS AGREEMENT, AS SUCH ACTIONS ARE A SYMBOL
OF YOUR SIGNATURE AND BY CLICKING ON THE "I ACCEPT THE
AGREMENT" AND "NEXT" BUTTONS, YOU ARE CONSENTING TO BE BOUND
BY AND ARE BECOMING A PARTY TO THIS AGREEMENT AND AGREE THAT
THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED
AGREEMENT SIGNED BY YOU. IF YOU DO NOT AGREE TO ALL OF THE
TERMS OF THIS AGREEMENT, CLICK THE "CANCEL" BUTTON AND THE
PRODUCT WILL NOT BE INSTALLED ON YOUR CLIENT DEVICE, AS SUCH
TERM IS DEFINED BELOW. For your reference, you may refer to
the copy of this Agreement that can be found in the Help for
the Software. You may also receive a copy of this Agreement
by contacting Licensor at: license@bitrixsoft.com.
1. Proprietary Rights and Non-Disclosure.
1.1. Ownership Rights. You agree that the Product and
the authorship, systems, ideas, methods of operation,
documentation and other information contained in the
Product, are proprietary intellectual properties and or the
valuable trade secrets of the Licensor and are protected by
civil and criminal law, and by the law of copyright, trade
secret, trademark and patent of United States, other
countries and international treaties. You may use
trademarks only insofar as to identify printed output
produced by the Product in accordance with accepted
trademark practice, including identification of trademark
owner's name. Such use of any trademark does not give you
any rights of ownership in that trademark. The Licensor and
its suppliers own and retain all right, title, and interest
in and to the Product, including all copyrights, patents,
trade secret rights, trademarks, and other intellectual
property rights therein. Your possession, installation or
use of the Product does not transfer to you any title to the
intellectual property in the Product, and you will not
acquire any rights to the Product except as expressly set
forth in this Agreement. All copies of the Product made
hereunder must contain the same proprietary notices that
appear on and in the Product. Except as stated herein, this
Agreement does not grant you any intellectual property
rights in the Product.
1.2. Source Code and Modifications. You acknowledge that
the source code for the Product is proprietary to the
Licensor and constitutes trade secrets of the Licensor. You
agree not to reverse engineer, decompile, disassemble the
source code of the Product in any way but you may change,
add or delete any files of the licensed copy of the Products
and you may adapt or modify the source code solely for
purposes of Operating a licensed copy the Product by you
provided that you may not, in any event, remove or alter any
copyright notices or other proprietary notices on any copies
of the Product, whether so modified or not, and further
provided that any such change, addition, deletion,
adaptation or modification voids any express warranty
provided herein and terminates any right to support
services.
1.3. License Key File and Confidential Information. You
agree that, unless otherwise specifically provided herein or
agreed by the Licensor in writing, the Product, including
the specific design and structure of individual programs and
the Product, including without limitation the License Key
File provided to you by the Licensor and/or its authorized
resellers or distributors, constitute confidential
proprietary information of the Licensor. For purposes
hereof, "License Key File" shall mean a unique key
identification file or a combination of unique electronic
characters provided to you by the Licensor confirming the
purchase of the license from the Licensor, which may carry
the information about the license and the number of
permitted users, and enabling the full functionality of the
Product in accordance with the license granted under this
Agreement. You agree not to transfer, copy, disclose,
provide or otherwise make available such confidential
information in any form to any third party without the prior
written consent of the Licensor. You agree to implement
reasonable security measures to protect such confidential
information, but without limitation to the foregoing, shall
use best efforts to maintain the security of the License Key
File provided to you by the Licensor and/or its authorized
resellers or distributors.
2. Grant of License.
2.1. License. The Licensor grants you the following
rights:
a). Trial Version. If you have received, downloaded
and/or installed a trial version of the Product and are
hereby granted an evaluation license for the Software and
you may Operate the Product only for evaluation purposes and
only during the single applicable evaluation period of
thirty (30) days, unless otherwise indicated, from the date
of the initial installation. Any use of the Product for
other purposes or beyond the applicable evaluation period is
strictly prohibited, provided however that, subject to the
restrictions contained herein, you may copy and distribute a
trial version of the Software without any modifications
whatsoever to any third party subject to this Agreement and
further provided that you have no technical support rights
during the trial period.
b). Grant of License. Unless otherwise specifically
indicated under a valid license (e.g. volume license)
granted by the Licensor you are granted a non-exclusive and
non-transferable license to install one (1) copy of the
Product and during the term of your license, subject to the
payment of the applicable fees and your compliance with the
terms hereof, this Agreement permits you or any of your
employees to Operate one copy of the specified version of
the Product, for internal purposes only, on one computer,
workstation, or other electronic device of which the
software was designed (each a "Client Device") and
implemented solely within one internet project using a
single copy of the database and structure included in the
Product licensed hereunder (the "Project"). Additionally,
the license may specify other terms, conditions and
restrictions of Operating of the Product, including without
limitation, the number of employees and e-mail accounts that
could be analyzed or monitored with each copy of the
Product. If you have purchased multiple licenses for the
Product, then the number of multiple licenses shall
determine the number of copies of the Product you may have
and the number of Client Devices on which you may Operate
the Product. If the Product is licensed as a suite or
bundle with more than one specified software product, this
license applies to all such specified software products,
subject to any restrictions or usage terms specified on the
applicable price list or product packaging that apply to any
of such software products individually. The Licensor
reserves all rights not expressly granted herein.
c). Volume Use. If the Product is licensed with volume
license terms specified in the applicable product invoicing
or packaging for the Product, you may make use and install
as many additional copies of the Product on the number of
Client Devices as the volume license terms specify. You must
have a reasonable mechanism in place to ensure that the
number of Client Devices on which the Product has been
installed does not exceed the number of licenses you have
obtained.
d). Test copy. You may also make a copy of the Product
solely for purposes of testing, adjusting and similar tasks
provided that such copy is deleted upon consummation of the
Project.
e). Multiple Environment Product; Multiple Language
Product; Dual Media Product; Multiple Copies; Bundles. If
the Product supports multiple platforms or languages, if you
receive the Product on multiple media, if you otherwise
receive multiple copies of the Product, or if you received
the Product bundled with other software, the total number of
your Client Devices on which all versions of the Product are
installed may not exceed the number of licenses you have
obtained from the Licensor. You may not rent, lease,
sublicense, lend or transfer any versions or copies of the
Product you do not use.
2.2. Back-up Copies. You can make one (1) copy the
Product for backup and archival purposes, provided, however,
that the original and each copy is kept in your possession
or control, and that your installation and use of the
Product does not exceed that which is allowed in this
Section 2.
2.3. Term and Termination. The term of this Agreement
("Term") shall begin when you download, access or install
the Product or pay the applicable license fees (whichever is
earlier) and shall continue for the term specified in your
order. Without prejudice to any other rights, this
Agreement will terminate automatically if you fail to comply
with any of the limitations or other requirements described
herein. Upon any termination or expiration of this
Agreement, you must immediately cease use of the Product and
destroy all copies of the Product.
2.4. No Rights Upon Termination. Upon termination of
this Agreement you will no longer be authorized to Operate
or use the Product in any way.
3. Support and Updates.
3.1. Terms of Support. During the Warranty Period as
defined below, you are entitled to technical services and
support for the Product which is provided to you by Licensor
during the regular business hours (GMT), except for
locally-observed holidays, and includes the support provided
through a special technical support section of the
Licensor's site (the "Site"), email
(support@bitrixsoft.com), or phone as listed on the Site
www.bitrixsoft.com. During such period of one year, e-mail
support, is unlimited and includes technical and support
questions and patch fixes. Any question submitted to the
Site support channel will be responded to within two (2)
business days.
3.2. Updates. During the Warranty Period hereunder, you
may download Updates to the Product when and as the Licensor
publishes them on the Site, or through other online
services. If the Product is an Update to a previous version
of the Product, you must possess a valid license to such
previous version in order to use the Update. You may
continue to use the previous version of the Product on your
Client Device after you receive the Update to assist you in
the transition to the Update, provided that: (i) the Update
and the previous version are installed on the same Client
Device; (ii) the previous version or copies thereof are not
transferred to another party or Client Device unless all
copies of the Update are also transferred to such party or
Client Device; and (iii) you acknowledge that any obligation
the Licensor may have to support the previous version of the
Product may be ended upon availability of the Update.
Except for the rights to free Updates during the Warranty
Period, as further defined herein, nothing in this Agreement
shall be construed as to grant you any rights or licenses
with regard to the new releases of the Product or to entitle
you to any new release. This Agreement does not obligate
the Company to provide any Updates. Notwithstanding the
foregoing, any Updates that you may receive become part of
the Product and the terms of this Agreement apply to them
(unless this Agreement is superseded by a succeeding
agreement accompanying such Update or modified version of
the Product).
4. Restrictions.
4.1. No Transfer of Rights. You may not transfer any
rights pursuant to this Agreement nor rent, sublicense,
lease, loan or resell the Product. You may not permit third
parties to benefit from the use or functionality of the
Product via a timesharing, service bureau or other
arrangement, except to the extent such use is specified in
the application price list, purchase order or product
packaging for the Product. Except as otherwise provided in
Section 1.2 hereof, you may not, without the Licensor's
prior written consent, reverse engineer, decompile,
disassemble or otherwise reduce any party of the Product to
human readable form nor permit any third party to do so,
except to the extent the foregoing restriction is expressly
prohibited by applicable law. Notwithstanding the foregoing
sentence, decompiling the Software is permitted to the
extent the laws of your jurisdiction give you the right to
do so to obtain information necessary to render the Software
interoperable with other software; provided, however, that
you must first request such information from the Licensor
and the Licensor may, in its discretion, either provide such
information to you (subject to confidentiality terms) or
impose reasonable conditions, including a reasonable fee, on
such use of the Software to ensure that the Licensor's and
its affiliates' proprietary rights in the Software are
protected. Except for the modification permitted under
Section 1.2, you may not modify, or create derivative works
based upon the Product in whole or in part.
4.2. Proprietary Notices and Copies. You may not remove
any proprietary notices or labels on the Product. You may
not copy the Product except as expressly permitted in
Section 2 above.
4.3. Compliance with Law. You agree that in Operating
the Product and in using any report or information derived
as a result of Operating this Product, you will comply with
all applicable international, national, state, regional and
local laws and regulations, including, without limitation,
privacy, trademark, patent, copyright, export control and
obscenity law and you shall not use the Product for
unethical or illegal business practices or in violation of
any obligation to a third party in using, operating,
accessing or running any of the Product and shall not
knowingly assist any other person or entity to so violate
any obligation to a third party.
4.4. Additional Protection Measures. Solely for the
purpose of preventing unlicensed use of the Product, the
Software may install on your Client Device technological
measures that are designed to prevent unlicensed use, and
the Licensor may use this technology to confirm that you
have a licensed copy of the Product. The update of these
technological measures may occur through the installation of
the Updates. The Updates will not install on unlicensed
copies of the Product. If you are not using a licensed copy
of the Product, you are not allowed to install the Updates.
The Licensor will not collect any personally identifiable
information from your Client Device during this process.
5. WARRANTIES AND DISCLAIMERS.
5.1. Limited Warranty. The Licensor warrants that for
one year (the "Warranty Period") from the date the License
Key File is provided to you by Licensor, the media on which
Product has been provided will be free from defects in
materials and workmanship and that the Software will perform
substantially in accordance with the Documentation or
generally conform to the Product's specifications published
by the Licensor. Non-substantial variations of performance
from the Documentation do not establish a warranty right.
THIS LIMITED WARRANTY DOES NOT APPLY TO UPDATES AS APPLIED
TO ANY MODIFIED PRODUCT, WHETHER OR NOT SUCH MODIFICATION IS
PERMISSIBLE HEREUNDER, TRIAL AND EVALUATION VERSIONS,
UPDATES, PRE-RELEASE, TRYOUT, PRODUCT SAMPLER, OR NOT FOR
RESALE (NFR) COPIES OF PRODUCT. This limited warranty is
void and your support right terminate if the defect has
resulted from accident, abuse, or misapplication or any
modification, whether or not such modification is permitted
hereunder. To make a warranty claim, you must return the
Product to the location where you obtained it along with
proof of purchase within such sixty (60) day period of the
license fee you paid for the Product. THE LIMITED WARRANTY
SET FORTH IN THIS SECTION GIVES YOU SPECIFIC LEGAL RIGHTS.
YOU MAY HAVE ADDITIONAL RIGHTS WHICH VARY FROM JURISDICTION
TO JURISDICTION.
5.2. Customer Remedies. The Licensor and its suppliers'
entire liability and your exclusive remedy for any breach of
the foregoing warranty shall be at the Licensor's option:
(i) return of the purchase price paid for the license, if
any, (ii) replacement of the defective media in which the
Product is contained, or (iii) correction of the defects,
"bugs" or errors within reasonable period of time. You must
return the defective media to the Licensor at your expense
with a copy of your receipt. Any replacement media will be
warranted for the remainder of the original warranty period.
5.3. NO OTHER WARRANTIES. EXCEPT FOR THE FOREGOING
LIMITED WARRANTY, AND FOR ANY WARRANTY, CONDITION,
REPRESENTATION OR TERM TO THE EXTENT TO WHICH THE SAME
CANNOT OR MAY NOT BE EXCLUDED OR LIMITED BY LAW APPLICABLE
TO YOU IN YOUR JURISDICTION, THE PRODUCT IS PROVIDED "AS-IS"
WITHOUT ANY WARRANTY WHATSOEVER AND THE LICENSOR MAKES NO
PROMISES, REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESSED
OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR
OTHERWISE, REGARDING OR RELATING TO THE PRODUCT OR CONTENT
THEREIN OR TO ANY OTHER MATERIAL FURNISHED OR PROVIDED TO
YOU PURSUANT TO THIS AGREEMENT OR OTHERWISE. YOU ASSUME ALL
RISKS AND RESPONSIBILITIES FOR SELECTION OF THE PRODUCT TO
ACHIEVE YOUR INTENDED RESULTS, AND FOR THE INSTALLATION OF,
USE OF, AND RESULTS OBTAINED FROM THE PRODUCT. THE LICENSOR
MAKES NO WARRANTY THAT THE PRODUCT WILL BE ERROR FREE OR
FREE FROM INTERRUPTION OR FAILURE, OR THAT IT IS COMPATIBLE
WITH ANY PARTICULAR HARDWARE OR SOFTWARE. TO THE MAXIMUM
EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR DISCLAIMS ALL
WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT
LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY,
NON-INFRINGEMENT OF THIRD PARTY RIGHTS, INTEGRATION,
SATISFACTORY QUALITY OR FITNESS FOR ANY PARTICULAR PURPOSE
WITH RESPECT TO THE PRODUCT AND THE ACCOMPANYING WRITTEN
MATERIALS OR THE USE THEREOF. SOME JURISDICTIONS DO NOT
ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE
LIMITATION MAY NOT APPLY TO YOU. YOU HEREBY ACKNOWLEDGE THAT
THE PRODUCT MAY NOT BE OR BECOME AVAILABLE DUE TO ANY NUMBER
OF FACTORS INCLUDING WITHOUT LIMITATION PERIODIC SYSTEM
MAINTENANCE, SCHEDULED OR UNSCHEDULED, ACTS OF GOD,
TECHNICAL FAILURE OF THE SOFTWARE, TELECOMMUNICATIONS
INFRASTRUCTURE, OR DELAY OR DISRUPTION ATTRIBUTABLE TO
VIRUSES, DENIAL OF SERVICE ATTACKS, INCREASED OR FLUCTUATING
DEMAND, AND ACTIONS AND OMISSIONS OF THIRD PARTIES.
THEREFORE, THE LICENSOR EXPRESSLY DISCLAIMS ANY EXPRESS OR
IMPLIED WARRANTY REGARDING SYSTEM AND/OR SOFTWARE
AVAILABILITY, ACCESSIBILITY, OR PERFORMANCE. THE LICENSOR
DISCLAIMS ANY AND ALL LIABILITY FOR THE LOSS OF DATA DURING
ANY COMMUNICATIONS AND ANY LIABILITY ARISING FROM OR RELATED
TO ANY FAILURE BY THE LICENSOR TO TRANSMIT ACCURATE OR
COMPLETE INFORMATION TO YOU.
5.4. LIMITED LIABILITY; NO LIABILITY FOR CONSEQUENTIAL
DAMAGES. YOU ASSUME THE ENTIRE COST OF ANY DAMAGE RESULTING
FROM YOUR USE OF THE PRODUCT AND THE INFORMATION CONTAINED
IN OR COMPILED BY THE PRODUCT, AND THE INTERACTION (OR
FAILURE TO INTERACT PROPERLY) WITH ANY OTHER HARDWARE OR
SOFTWARE WHETHER PROVIDED BY THE LICENSOR OR A THIRD PARTY.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO
EVENT WILL THE LICENSOR OR ITS SUPPLIERS OR LICENSORS BE
LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT
LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS
INTERRUPTION, LOSS OF BUSINESS INFORMATION, LOSS OF DATA,
LOSS OF GOODWILL, WORK STOPPAGE, HARDWARE OR SOFTWARE
DISRUPTION IMPAIRMENT OR FAILURE, REPAIR COSTS, TIME VALUE
OR OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY
TO USE THE PRODUCT, OR THE INCOMPATIBILITY OF THE PRODUCT
WITH ANY HARDWARE SOFTWARE OR USAGE, EVEN IF SUCH PARTIES
HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO
EVENT WILL LICENSOR'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES
IN ANY ONE OR MORE CAUSE OF ACTION, WHETHER IN CONTRACT,
TORT OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU FOR THE
PRODUCT. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO
LIABILITY FOR DEATH OR PERSONAL INJURY TO THE EXTENT THAT
APPLICABLE LAW PROHIBITS SUCH LIMITATION. FURTHERMORE,
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR
LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL
DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
6. Indemnification
6.1. Indemnification for Violations. Your Operating of
the Product, your accessing your account with Licensor and
your entering into this Agreement constitutes your consent
and agreement to defend, indemnify and hold harmless
Licensor and its affiliated companies, employees,
contractors, officers and directors from any claim or
demand, including reasonable attorney's fees arising out of
your use of the Product in violation of this Agreement.
7. U.S. Government-Restricted Rights.
7.1. Notice to U.S. Government End Users. The Product
and accompanying Documentation are deemed to be "Commercial
Items", as that term is defined at 48 C.F.R. §2.101,
consisting of "Commercial Computer Software" and "Commercial
Computer Software Documentation", respectively, as such
terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202,
as applicable. Consistent with 48 C.F.R. §12.212 or 48
C.F.R. §§227.7202-1 through 227.7202-4, as applicable, the
Commercial Computer Software and Commercial Computer
Software Documentation are being licensed to U.S. Government
end users (a) only as Commercial Items and (b) with only
those rights, including any use, modification, reproduction,
release, performance, display or disclosure of the Product
and accompanying Documentation, as are granted to all other
end users pursuant to the terms and conditions herein.
Unpublished-rights reserved under the copyright laws of the
United States.
7.2. Export Restrictions. You acknowledge and agree that
the Product may be subject to restrictions and controls
imposed by the Export Administration Act and the Export
Administration Regulations of the United States (the
"Acts"). You agree and certify that neither the Product nor
any direct product thereof is being or will be used for any
purpose prohibited by the Acts. You may not Operate,
download, export, or re-export the Product (a) into, or to a
national or resident of, any country to which the United
States has embargoed goods, or (b) to anyone on the United
States Treasury Department's list of Specially Designated
Nationals or the U.S. Commerce Department's Table of Deny
Orders. By downloading or using the Product, you are
representing and warranting that you are not located in,
under the control of, or a national or resident of any such
country or on any such list. You acknowledge that it is your
sole responsibility to comply with any and all government
export and other applicable laws and that the Licensor has
no further responsibility for such after the initial license
to you. You warrant and represent that neither the U.S.
Commerce Department, Bureau of Export Administration nor any
other U.S. federal agency has suspended, revoked or denied
your export privileges.
8. Your Information and the Licensor's Privacy Policy
8.1. Privacy Policy. You acknowledge receipt of and
agree to the Licensor's privacy statement which is made
available to you in connection with installation and is set
forth in full at http://www.bitrixsoft.com/privacy/. You
hereby expressly consent to the Licensor's processing of
your personal data (which may be collected by the Licensor
or its distributors) according to the Licensor's current
privacy policy as of the date of the effectiveness hereof
which is incorporated into this Agreement by reference. By
entering into this Agreement, you agree that the Licensor
may collect and retain information about you, including your
name, email address and credit card information. The
Licensor employs other companies and individuals to perform
certain functions on its behalf. Examples include
fulfilling orders, delivering packages, sending postal mail
and e-mail, removing repetitive information from customer
lists, analyzing data, providing marketing assistance,
processing credit card payments, and providing customer
service. They have access to personal information needed to
perform their functions, but may not use it for other
purposes. The Licensor publishes a privacy policy on its
web site and may amend such policy from time to time in its
sole discretion. You should refer to the Licensor's privacy
policy prior to agreeing to this Agreement for a more
detailed explanation of how your information will be stored
and used by the Licensor. If "you" are an organization, you
will ensure that each member of your organization (including
employees and contractors) about whom personal data may be
provided to the Licensor has given his or her express
consent to the Licensor's processing of such personal data.
Personal data will be processed by the Licensor or its
distributors in the country where it was collected, and
possibly in the United States and Germany. United States
laws regarding processing of personal data may be less or
more stringent than the laws in your jurisdiction.
8.2. Public Announcements. The Licensor may identify you
to the public as a customer of the Licensor and describe in
a customer case study the services and solutions delivered
by the Licensor to you. The Licensor may also issue one or
more press releases, containing an announcement of the
execution and delivery of this Agreement and/or the
implementation of the Product by you. Nothing contained in
this Section shall be construed as an obligation by you to
disclose any of your proprietary or confidential information
to any third party. In addition, you may opt-out from this
Section by writing an opt-out request to the Licensor at
privacy@bitrixsoft.com.
9. Miscellaneous.
9.1. Governing Law; Jurisdiction and Venue. This
Agreement shall be governed by and construed and enforced in
accordance with the laws of the Commonwealth of Virginia
without reference to conflicts of law rules and principles.
To the extent permitted by law, the provisions of this
Agreement shall supersede any provisions of the Uniform
Commercial Code as adopted or made applicable to the
Products in any competent jurisdiction. This Agreement
shall not be governed by the United Nations Convention on
Contracts for the International Sale of Goods, the
application of which is expressly disclaimed and excluded.
The federal and state courts within the Commonwealth of
Virginia shall have exclusive jurisdiction to adjudicate any
dispute arising out of this Agreement. You agree that this
Agreement is to be performed in the Commonwealth of Virginia
and that any action, dispute, controversy, or claim that may
be instituted based on this Agreement, or arising out of or
related to this Agreement or any alleged breach thereof,
shall be prosecuted exclusively in the federal or state
courts in of the Commonwealth of Virginia and you, to the
extent permitted by applicable law, hereby waive the right
to change venue to any other state, county, district or
jurisdiction; provided, however, that the Licensor as
claimant shall be entitled to initiate proceedings in any
court of competent jurisdiction.
9.2. Period for Bringing Actions. No action, regardless
of form, arising out of the transactions under this
Agreement, may be brought by either party hereto more than
one (1) year after the cause of action has occurred, or was
discovered to have occurred, except that an action for
infringement of intellectual property rights may be brought
within the maximum applicable statutory period.
9.3. Entire Agreement; Severability; No Waiver. This
Agreement is the entire agreement between you and Licensor
and supersedes any other prior agreements, proposals,
communications or advertising, oral or written, with respect
to the Product or to subject matter of this Agreement. You
acknowledge that you have read this Agreement, understand it
and agree to be bound by its terms. If any provision of
this Agreement is found by a court of competent jurisdiction
to be invalid, void, or unenforceable for any reason, in
whole or in part, such provision will be more narrowly
construed so that it becomes legal and enforceable, and the
entire Agreement will not fail on account thereof and the
balance of the Agreement will continue in full force and
effect to the maximum extent permitted by law or equity
while preserving, to the fullest extent possible, its
original intent. No waiver of any provision or condition
herein shall be valid unless in writing and signed by you
and an authorized representative of Licensor provided that
no waiver of any breach of any provisions of this Agreement
will constitute a waiver of any prior, concurrent or
subsequent breach. Licensor's failure to insist upon or
enforce strict performance of any provision of this
Agreement or any right shall not be construed as a waiver of
any such provision or right.
9.4. Contact Information. Should you have any questions
concerning this Agreement, or if you desire to contact the
Licensor for any reason, please contact our Customer
Department at info@bitrixsoft.com.
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