End User Subscription Agreement
When you register with Data Deposit Box™ you are asked to agree to a simple End User Subscription Agreement. There is no contract term or minimum commitment required. Your trial account is free for the first 14 days. You can use as much or as little of the service as you need. You can cancel at any time.
End User Subscription Agreement
ACPANA BUSINESS SYSTEMS INC. END USER SOFTWARE LICENSE AND SERVICES AGREEMENT
Preamble
IMPORTANT – READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE PROCEEDING WITH THE DOWNLOADING AND/OR INSTALLATION OF THIS SOFTWARE PRODUCT. THIS IS THE END USER SOFTWARE LICENSE AND SERVICES AGREEMENT THAT YOU ARE REQUIRED TO ACCEPT BEFORE INSTALLING AND USING ACPANA BUSINESS SYSTEMS INC. SOFTWARE OR ACCESSING ANY RELATED SERVICES. YOU ARE NOT PERMITTED TO DOWNLOAD AND/OR INSTALL THIS SOFTWARE PRODUCT OR ACCESS ANY RELATED SERVICE UNTIL YOU HAVE AGREED TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS END USER SOFTWARE LICENSE AND SERVICES AGREEMENT.
BY SELECTING THE "I AGREE" OPTION AND SELECTING "ACTIVATE ACCOUNT", THEN DOWNLOADING THE SOFTWARE PRODUCT OR OTHERWISE ACCESSING ANY RELATED SERVICE, YOU CONSENT TO BE BOUND BY AND ARE A PARTY TO THIS END USER SOFTWARE LICENSE AND SERVICES AGREEMENT. IF YOU DO NOT AGREE WITH ALL OF THE TERMS AND CONDITIONS OF THIS END USER SOFTWARE LICENSE AND SERVICES AGREEMENT, DO NOT DOWNLOAD THE SOFTWARE PRODUCT OR ACCESS ANY RELATED SERVICE, AND DO NOT PROCEED TO CLICK THE "ACTIVATE ACCOUNT" BUTTON.
THIS AGREEMENT IS ENTERED INTO BY ACPANA BUSINESS SYSTEMS INC. ("ACPANA") AND YOU AS END USER OF THE SOFTWARE PRODUCT AND ALL RELATED SERVICES ("END USER").
1. The Software Product and Services
The subject of this license is the Data Deposit Box™ software product in which this license is embedded and any related updates provided to END USER by ACPANA, including computer software (collectively, the "Software Product") and all related services, including, without limitation, the Data Deposit Box service offering (the "Services"). The Software Product does not include bug fixes, error corrections, patches, new releases, or any other component not specified within this Agreement. END USER agrees that Acpana (and/or its third party suppliers or contractors) shall be entitled to use any personal information to which Acpana (and/or its third party suppliers or contractors) may have access pursuant to the transactions contemplated by this Agreement (including, without limitation, access which may be provided by END USER making use of the Software Product and the Services) in accordance with the terms of ACPANA's privacy policy which may be accessed at http://www.datadepositbox.com/legal/privacy-policy.asp . END USER acknowledges that this privacy policy may be updated from time to time and END USER agrees to obtain any consents required from individuals whose personal information may be accessed pursuant to the transactions contemplated by this Agreement in connection with the uses contemplated by this privacy policy. An End User is responsible for obtaining access to the Service and for any third party fees incurred in connection with obtaining such access (e.g. Internet service provider fees) and for obtaining all equipment necessary to access the Service.
2. Software License Grant; CONSENT TO AUTOMATIC INSTALLATION OF UPDATES
Upon the following terms and conditions including payment of any applicable fees: (i) ACPANA hereby grants to END USER and END USER hereby accepts from ACPANA, a non-exclusive, non-transferable and non-assignable license, for END USER's own internal, end-use purposes only (excluding the commercialization of information technology products and/or services), to install and use the Software Product on one or more computers where such computers are owned or leased by END USER and (ii) END USER hereby subscribes for and ACPANA agrees to use commercially reasonable efforts to provide, the Services. END USER acknowledges that the Services may include the automatic provisioning of updates to the Software from time to time, as determined in ACPANA's sole discretion. END USER expressly consents to any and all actions taken by ACPANA or their third party suppliers with respect to the provision of such updates including any actions that directly affect END USER hardware or software.
3. Ownership and Intellectual Property Rights
The Software Product is protected by copyright and the Software Product and the Services are proprietary and confidential of ACPANA (and/or its third party suppliers). All rights, title and interest in and to the Software Product and Services (including associated intellectual property rights) are and will remain vested in ACPANA and/or its third party suppliers. These rights are protected by national and other laws and international treaties. END USER acknowledges that no rights, license or interest to any ACPANA trade-marks or trade names are granted hereunder.
4. License and Use Restrictions
THE SOFTWARE PRODUCT WHICH IS THE SUBJECT OF THIS AGREEMENT IS LICENSED TO END USER, NOT SOLD.
END USER MAY NOT SUBLICENSE, ASSIGN, RESELL, SHARE, PLEDGE, RENT OR TRANSFER ANY OF ITS RIGHTS UNDER THIS AGREEMENT IN RELATION TO THE SOFTWARE PRODUCT OR ANY OF THE SERVICES OR ANY PORTION THEREOF.
EXCEPT AS EXPRESSLY PERMITTED BY COPYRIGHT LAWS, NO COPYING, REDISTRIBUTION, DISPLAYING, PERFORMING, REPRODUCING, LICENSING, TRANSFERRING OR PUBLICATION OF THE SOFTWARE PRODUCT OR ANY OF THE SERVICES' CONTENT IS PERMITTED WITHOUT THE EXPRESS PERMISSION OF ACPANA, WHICH CONSENT SHALL BE AT ACPANA'S DISCRETION. ANY SUCH COPY WHICH IS MADE IS SUBJECT TO THE PROVISIONS OF THIS AGREEMENT, AND ALL TITLES, TRADEMARKS, COPYRIGHT NOTICES AND OTHER LEGENDS SHALL BE REPRODUCED ON SUCH COPY.
END USER MAY NOT USE OR COPY THE SOFTWARE PRODUCT, IN WHOLE OR IN PART, EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS LICENSE. END USER MAY NOT MODIFY, TRANSLATE, REVERSE ENGINEER, DECOMPILE, DISASSEMBLE OR CREATE DERIVATIVE WORKS OF THE SOFTWARE PRODUCT OR OTHERWISE ATTEMPT TO (A) DEFEAT, AVOID, BY-PASS, REMOVE, DEACTIVATE OR OTHERWISE CIRCUMVENT ANY SOFTWARE PROTECTION MECHANISMS IN THE SOFTWARE PRODUCT INCLUDING, WITHOUT LIMITATION, ANY SUCH MECHANISM USED TO RESTRICT OR CONTROL THE FUNCTIONALITY OF THE SOFTWARE PRODUCT OR (B) DERIVE THE SOURCE CODE OR THE UNDERLYING IDEAS, ALGORITHMS, STRUCTURE OR ORGANIZATION FORM OF THE SOFTWARE PRODUCT. END USER WILL AT ALL TIMES, INCLUDING DURING AND AFTER THE TERM OF THIS LICENSE, KEEP THE SOFTWARE PRODUCT AND THE CONTENT OF THE SERVICES CONFIDENTIAL.
END USER AGREES THAT THE SOFTWARE PRODUCT WILL NOT BE SHIPPED, TRANSFERRED OR EXPORTED INTO ANY OTHER COUNTRY, OR USED IN ANY MANNER PROHIBITED BY CANADIAN OR OTHER APPLICABLE EXPORT LAWS AND REGULATIONS. END USER AGREES TO COMPLY WITH ALL OTHER APPLICABLE LAWS AND REGULATIONS.
THE END USER ACKNOWLEDGES AND AGREES THAT ALL MATERIALS, INCLUDING WITHOUT LIMITATION, INFORMATION, DATA, SOFTWARE, MUSIC, SOUND, PHOTOGRAPHS, GRAPHICS, VIDEO, AND EMAIL MESSAGES OR OTHER KINDS OF MESSAGES (COLLECTIVELY, "CONTENT"), WHETHER PUBLICLY POSTED OR PRIVATELY TRANSMITTED, ARE THE SOLE RESPONSIBILITY OF THE END USER. THE END USER (AND NOT ACPANA) IS SOLELY RESPONSIBLE FOR ALL CONTENT THAT UPLOADED, POSTED, EMAILED, TRANSMITTED, SHARED, ACCESSED AND/OR OR OTHERWISE MADE AVAILABLE VIA THE SERVICE. ACPANA DOES NOT CONTROL THE CONTENT POSTED VIA THE SERVICE AND, AS SUCH, DOES NOT GUARANTEE THE ACCURACY, INTEGRITY OR QUALITY OF SUCH CONTENT. UNDER NO CIRCUMSTANCES IS ACPANA LIABLE IN ANY WAY FOR ANY CONTENT, INCLUDING, BUT NOT LIMITED TO, FOR ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF OR RELIANCE UPON ANY CONTENT UPLOADED, POSTED, EMAILED, TRANSMITTED, SHARED, ACCESSED AND/OR OTHERWISE MADE AVAILABLE VIA THE SERVICE.
THE END USER AGREES THAT IT WILL NOT USE THE SERVICE TO: (I) UPLOAD, POST, EMAIL, TRANSMIT, SHARE, ACCESS AND/OR OTHERWISE MAKE AVAILABLE ANY CONTENT THAT IS HARMFUL, THREATENING, ABUSIVE, HARASSING, TORTIOUS, DEFAMATORY, VULGAR, OBSCENE, LIBELOUS, INVASIVE OF ANOTHER'S PRIVACY, HATEFUL, RACIALLY, ETHNICALLY OR OTHERWISE OBJECTIONABLE OR GENERALLY UNLAWFUL; (II) UPLOAD, POST, EMAIL, TRANSMIT, SHARE, ACCESS AND/OR OTHERWISE MAKE AVAILABLE ANY CONTENT THAT THE END USER DOES NOT HAVE A RIGHT TO MAKE AVAILABLE UNDER ANY LAW OR UNDER CONTRACTUAL OR FIDUCIARY RELATIONSHIP; (III) UPLOAD, POST, EMAIL, TRANSMIT OR OTHERWISE MAKE AVAILABLE ANY CONTENT THAT INFRINGES ANY COPYRIGHT, TRADE-MARK, TRADE SECRET OR OTHER INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS OF ANY THIRD PARTY; (IV) UPLOAD, POST, EMAIL, TRANSMIT OR OTHERWISE MAKE AVAILABLE ANY CONTENT THAT OTHERWISE CONTRAVENES OR VIOLATES APPLICABLE LAW.
ACPANA DOES NOT PRE-SCREEN CONTENT. HOWEVER, ACPANA RESERVES THE RIGHT, IN ITS DISCRETION, TO REFUSE OR MOVE ANY CONTENT THAT IS AVAILABLE VIA THE SERVICE.
THE END USER CONSENTS TO ACPANA ACCESSING, PRESERVING, AND DISCLOSING AND END USER'S ACCOUNT INFORMATION AND CONTENT IF REQUIRED TO DO SO BY LAW OR IN THE GOOD FAITH BELIEF THAT SUCH ACCESS, PRESERVATION OR DISCLOSURE IS REASONABLY NECESSARY TO: (A) COMPLY WITH LEGAL PROCESS; (B) ENFORCE THE TERMS OF THIS AGREEMENT; (C) RESPOND TO CLAIMS THAT ANY CONTENT VIOLATES THE RIGHTS OF THIRD-PARTIES; OR (D) RESPOND TO YOUR REQUESTS FOR CUSTOMER SERVICE.
THE END USER ACKNOWLEDGES THAT THE TECHNICAL PROCESSING AND TRANSMISSION OF THE SERVICE, INCLUDING THE TRANSMISSION OF CONTENT, MAY INVOLVE TRANSMISSIONS OVER VARIOUS PUBLIC NETWORKS WHICH ARE NOT SECURE.
ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT THE SOLE DISCRETION AND RISK OF THE END USER AND THE END USER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE INCURRED BY AN END USER (INCLUDING, WITHOUT LIMITATION, DAMAGE TO AN END USER'S COMPUTER SYSTEM OR LOSS OF DATA) THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH CONTENT.
ACPANA RESERVES THE RIGHT TO MODIFY, AMEND OR CEASE TO OFFER ANY OF THE SERVICES ASSOCIATED WITH THE SOFTWARE PRODUCT UPON PROVIDING END USER WITH TEN (10) DAYS PRIOR NOTICE, WHICH SHALL BE POSTED ON THE WEBSITE FROM WHICH THE SERVICES ARE ACCESSED BY THE END USER. ACPANA FURTHER RESERVES THE RIGHT TO MODIFY THIS AGREEMENT AT ANY TIME BY POSTING THE AMENDED TERMS ON THE WEBSITE, WHICH POSTING SHALL CONSTITUTE NOTICE TO THE END USER. ALL AMENDED TERMS SHALL BE EFFECTIVE IMMEDIATELY UPON SUCH NOTICE.
END USER AGREES TO INDEMNIFY AND HOLD ACPANA, ITS RESELLERS AND THIRD PARTY SUPPLIERS, DIRECTORS, OFFICERS AND EMPLOYEES, HARMLESS FROM ALL CLAIMS, LIABILITIES, DAMAGES, LOSSES, INCLUDING REASONABLE LEGAL FEES AND EXPENSES, DUE TO OR ARISING OUT OF YOUR USE OF THE SOFTWARE PRODUCT AND THE SERVICES OR BREACH OF THIS AGREEMENT BY THE END USER AND IN CONNECTION WITH AND CLAIM OR DEMAND MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF CONTENT SUBMITTED, POST, TRANSMIT OR MAKE AVAILABLE THROUGH THE SERVICE, THE USE OF THE SERVICE BY THE END USER.
IN CONNECTION WITH THE SERVICES PROVIDED ACPANA, END USER AGREES AS FOLLOWS: (A) ONLY THE REGISTERED USER OF THE ACCOUNT MAY USE THE SOFTWARE PRODUCT AND THE SERVICES, (B) END USER IS SOLELY RESPONSIBLE FOR THE CONTENTS OF END USER'S E-MAIL MESSAGES, ATTACHMENTS AND STORED FILES AND ACPANA RESERVES THE RIGHT TO REMOVE FROM ITS SERVERS ANY CONTENT THAT MAY EXPOSE ACPANA TO POTENTIAL LIABILITY, (C) END USER MAY NOT DISTRIBUTE THROUGH THE SERVICES ANY ATTACHMENTS, DOCUMENTS OR FILES THAT: (i) INFRINGE ON ANY COPYRIGHT, PATENT, TRADE SECRET, TRADEMARK OR OTHER THIRD PARTY PROPRIETARY RIGHTS; (ii) VIOLATE ANY LAW, STATUTE, ORDINANCE OR REGULATION; (iii) ARE DEFAMATORY OR LIBELOUS; (iv) ARE OBSCENE; AND/OR (v) CONTAIN VIRUSES, TROJAN HORSES, WORMS, TIME BOMBS, OR SIMILAR HARMFUL PROGRAMMING ROUTINES, (D) END USER MAY NOT USE THE SOFTWARE PRODUCT OR THE SERVICES FOR ANY UNLAWFUL PURPOSE, (E) END USER MAY NOT USE THE SOFTWARE PRODUCT OR SERVICES IN A MANNER THAT MAY DAMAGE, DISABLE, OVERBURDEN OR IMPAIR EITHER THE SERVICES OR THE NETWORKS CONNECTED TO THE SERVICE, (F) END USER MAY NOT ATTEMPT TO GAIN UNAUTHORIZED ACCESS TO THE SERVICE, INCLUDING BUT WITHOUT LIMITATION, THROUGH HACKING OR PASSWORD MINING, (G) END USER MAY NOT USE THE SOFTWARE PRODUCT OR SERVICES TO COLLECT INFORMATION ABOUT THIRD PARTIES, INCLUDING AND WITHOUT LIMITATION, E-MAIL ADDRESSES.
5. Payment of Fees
In consideration of the Services provided to END USER by ACPANA and END USER's use of the Software Product, END USER agrees to pay ACPANA by authorized credit card the then applicable fees ("Fees"), together with all applicable taxes. Currently, the applicable Fees are available at http://www.datadepositbox.com/pricing.asp. END USER has thirty (30) days from the date that any discrepancy appears in END USER's statement or any invoice to notify ACPANA in order to receive an adjustment or credit, after which time, all Fees will be deemed correct. END USER may cancel END USER's subscription to the SERVICES prior to the renewal period by providing ACPANA with five (5) days written notice by e-mail or letter.
6. Term of License
This license shall be in effect from the time END USER installs the Software Product or accesses any of the Services and accepts the terms and conditions of this license, and shall remain in effect for so long as the END USER subscribes to the Services unless this license is otherwise terminated. This license will terminate upon the conditions set forth in this Agreement or if END USER fails to comply with any term or condition of this Agreement, including failure to pay any applicable Fees. In addition, ACPANA may terminate this Agreement without cause by providing you with fifteen (15) days prior notice by e-mail. In addition, Acpana reserves the right, in its discretion, to disable and/or terminate an End User's access to the Services if it is advised of an End User violating the terms and conditions of this Agreement (including, without limitation, any allegation that any Content violates the intellectual property rights of any third party). END USER agrees upon expiration or termination of this Agreement to immediately un-install the Software Product and destroy all copies of the Software Product in its possession and/or under its control.
7. Notice to U.S. Government End Users
The Software Product is a "commercial item" as that term is defined at 48 C.F.R. 2.101, consisting of "commercial computer software" and "commercial computer software documentation" as such terms are used in 48 C.F.R. 12.212. Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, all U.S. Government end users acquire the Software Product with only those rights set forth therein.
8. Disclaimer of Warranty
THE SOFTWARE PRODUCT AND ALL SERVICES ARE PROVIDED "AS IS" WITHOUT ANY WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. USE OF THE SOFTWARE PRODUCT AND ALL SERVICES IS AT END USER'S OWN RISK. ACPANA AND ITS RESELLERS DO NOT WARRANT THAT THE SOFTWARE OR SERVICES WILL MEET THE END USER'S REQUIREMENTS OR THAT OPERATION OF THE SOFTWARE OR SERVICES WILL BE UNINTERRRUPTED OR ERROR FREE OR SECURE OR ACCURATE OR COMPLETE OR CURRENT. WITHOUT LIMITATION, TO THE FULLEST EXTENT ALLOWABLE BY LAW, THIS DISCLAIMER EXTENDS TO IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABLE QUALITY OR FITNESS FOR A PARTICULAR PURPOSE OR WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE.
9. Limitation of Liability
ACPANA'S AGGREGATE LIABILITY AND THAT OF ITS RESELLERS AND THIRD PARTY SUPPLIERS UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO DIRECT MONEY DAMAGES NOT TO EXCEED THE TOTAL OF PRIOR PAYMENTS MADE BY END USER FOR THE SOFTWARE PRODUCT, SERVICES AND/OR PURSUANT TO THE PROGRAM IN THE SIX MONTHS PRIOR TO THE ACT OR OMISSION GIVING RISE TO THE LIABILITY. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL ACPANA, ITS RESELLERS AND/OR ITS THIRD PARTY SUPPLIERS BE LIABLE UNDER ANY THEORY OF CONTRACT, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY OR OTHERWISE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL OR INCIDENTAL DAMAGES, EVEN IF ACPANA HAS BEEN ADVISED OF THE POSSIBILITY THEREOF INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST BUSINESS REVENUE, OTHER ECONOMIC LOSS OR ANY LOSS OF DATA ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT OR THE SERVICES OR THE PROGRAM OR THE COST OF PROCURING SUBSTITUTE GOODS OR SERVICES.
10. Referral Program Terms and Conditions
The Data Deposit Box Referral program (the “Program”) is intended for use by End User’s who have subscribed to the Data Deposit Box Service to introduce their family, friends and colleagues to the Data Deposit Box Service. After the person or business referred by an End User subscribes to the Data Deposit Box Service and remains an End User for at least 45 days, each of the referring party (“Referring Party”) and the referred party (“Referred Party”) (collectively the Referring Party and the Referred Party are sometimes referred to herein as an “END USER”) will receive a one time credit of ten dollars ($10) (“Referral Credit”) on the next invoice Acpana provides to the End User (approximately 30 days after the trial period ends). This offer applies only when the Referred Party is a new Acpana customer (i.e., has never been a business or residential customer of in respect of the Data Deposit Box Service) and may not be used in conjunction with any other offer or promotion, excluding the two (2) week free trial promotion. To qualify for the Referral Credit, the Referring Party must retain the Service for at least forty five (45) days after the Referred Party’s Service is activated. If, within forty five (45) days of such activation date, the Referring Party cancels the Service, or if Acpana terminates either party’s Service, this will result in the forfeiture of the Referral Credit described herein by both parties. Any unused portion of a Referral Credit will be applied to the following month’s invoice, provided, however, that if either party’s Data Deposit Box Service is cancelled or terminated at any time after the 45 day period described above, then any unused portion of the Referral Credit will be forfeited. Participation in the Program constitutes the full and unconditional agreement by each of the Referring Party and the Referred Party to the terms and conditions of this Agreement. The Program is not available to resellers, employees of Acpana or their immediate family members (spouse, parents, siblings, and children). The Program is void where prohibited. Acpana reserves the right to modify any of the terms and conditions set forth herein relating to the Program at any time, with or without notice. Acpana reserves the right to discontinue the participation privileges of any END USER who engages in any fraudulent activity or uses the Program in a manner inconsistent with the terms and conditions of this Agreement or any applicable laws. Discontinued participation privileges may result in the loss of all accumulated Referral Credits. In addition to discontinuance of participation privileges, Acpana shall have the right to take appropriate administrative and/or legal action, including criminal prosecution, as it deems necessary in its sole discretion. Acpana is not responsible for any incorrect or inaccurate information supplied by an END USER while participating in the Program. All questions or disputes regarding eligibility for the Program, earning of Referral Credits, or an END USER’s compliance with the terms and conditions of this Agreement will be resolved by Acpana in its sole discretion. To be eligible to receive the Credit, the Referred Party must meet all of the requirements of Acpana to subscribe to the Service, must be accepted by Acpana and must remain a subscriber to the Service for at least 45 days. The Credit will be applied to the Referring Party’s account after the Referred Party has been a subscriber for 1 billing period (approximately 45 days after sign-up). The Referral Credit has no cash value and may be used solely as a credit against the fees payable by the Referring Party in respect of the Referring Party’s subscription to Acpana’s Services. The Referral Credit expires 12 months after it has been applied to the Referring Party’s account. To be eligible to receive the Referral Credit, the Referring Party must remain a current and compliant subscriber to Acpana’s Services during this 45 day period. The Credit is not available to a Referring Party participating in any other offer, promotion, or program offered by Acpana. Referral Credits may not be transferred or assigned. If you have questions regarding the Program, please contact Acpana at support@datadepositbox.com.
11. General Provisions
(a) Survival. The limitations of liability and ownership rights of ACPANA and its third party suppliers contained herein and END USER's confidentiality obligations and other obligations following termination of this Agreement shall survive the termination of this Agreement for any reason.
(b) Amendment. Except as provided in section 4 of this Agreement, no amendments or modifications may be made to this Agreement except in writing signed by both parties.
(c) Severability. If one or more provisions of this Agreement are found to be invalid or unenforceable, this Agreement shall not be rendered inoperative, rather the remaining provisions shall continue in full force and effect.
(d) Conflicting Terms. This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all prior communications.
(e) Language. The parties agree that this Agreement be drafted in English. Les parties ont convenu à ce que ce Contrat soit rédigé en anglais.
(f) Governing Law. This Agreement shall be governed by the laws of the Province of Ontario. The parties hereby agree to the non-exclusive jurisdiction of the courts of the Province of Ontario. The parties expressly disclaim the application of the United Nations Convention on Contracts for the International Sale of Goods and any state Uniform Computer Information Transactions Act or similar federal, provincial or state laws or regulations.
(g) Headings. The section headings used herein are for convenience of reference only and do not form part of this Agreement, and no construction or inference shall be derived therefrom.
(h) Benefit of the Agreement. This Agreement is binding upon and shall enure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives and permitted assigns.
END OF END USER SOFTWARE LICENSE AND SERVICES AGREEMENT
