Customer Acceptable Use Policy for ACM
Customer agrees not to copy, modify, port, adapt, translate, frame or mirror ACM or any related software, or to reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of such software. Customer shall not sublicense, assign or transfer ACM or any rights in ACM, or authorize or permit any portion of ACM to be accessed by another individual or entity other than employees and individual contractors (e.g., temporary employees) of Customer that have been authorized by Customer to access ACM.
Customer is not permitted to (a) use ACM on behalf of third parties; (b) rent, lease, lend or grant other rights in ACM; or (c) use any component, library, database or other technology included with ACM other than solely in connection with Customer’s use of ACM.
Customer may download and make copies of the ACM documentation for Customer’s internal use, but no more than the amount reasonably necessary. Customer must retain on all such copies all copyright and other proprietary notices that appear on or in such documentation.
Customer shall use commercially reasonable efforts to prevent unauthorized access to or use of ACM through its systems or accounts, and shall promptly notify Avnet of any such unauthorized access or use of which it is aware. Customer shall not use ACM in any unlawful manner or to facilitate any unlawful acts.
The ACM, all related software (“Software”), and any copies that Customer is authorized to make are the intellectual property. The structure, organization and code of the Software are the valuable trade secrets and confidential information. The Software is protected by copyright, including without limitation by United States Copyright Law, international treaty provisions and applicable laws in the country in which it is being used. Except as expressly stated herein, access to ACM does not grant to Customer any intellectual property rights in the Software.
Customer grants to Avnet’s licensors a worldwide, non-exclusive, perpetual, irrevocable, fully paid, royalty-free, sublicensable license to use and incorporate into the ACM any suggestions, enhancement requests, recommendations or other feedback regarding features of functions of ACM provided by Customer relating to the ACM.
PRESIDIO CLOUD SERVICES RESALE AGREEMENT
This Cloud Services Resale Agreement (“Agreement”) is entered into by and between Presidio Networked Solutions LLC, a Florida limited liability company with its principal place of business at 12120 Sunset Hills Road, Suite 202, Reston, VA 20190 (“Presidio”) and the entity accepting these terms (or on behalf of whom these terms are accepted) (“Client”). In consideration of the mutual covenants and conditions contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby mutually acknowledged, the parties agree as follows:
1. Scope of Services. Presidio will resell to Client the cloud services specified in each order Client submits (each, an “Order”), and as otherwise described in this Agreement (the “Services”). It is understood and agreed that all Services are provided by a third party and, in some cases, through a distributor or in addition to distributor’s services (third party provider and distributor are collectively referred to as the “Provider”), and Presidio is reselling the Services to Client expressly subject to all applicable Provider terms and conditions (in each case, the “Service Terms”), as further detailed in the exhibits to this Agreement, referenced or presented to Client in a click-through on the Provider portal(s) and/or in an Order. For Amazon Web Services, the current Amazon License Terms and Amazon Service Terms are attached hereto and made a part hereof as Exhibits A and B, respectively; these terms (and/or the web links therefor) are subject to change by Amazon at any time without prior notice. As of August 3, 2016, the current versions of these documents may be accessed at https://s3-us-west-2.amazonaws.com/legal-reseller/AWS+Reseller+Customer+License+Terms.pdf (License Terms) and https://aws.amazon.com/service-terms/ (Amazon Service Terms). Depending on the type of Service and the Provider in each case, Client may be required to further acknowledge (directly to Provider) its acceptance of the Service Terms or other terms and conditions of Provider, through a click-wrap, shrink-wrap, electronic or similar format, a copy of each of which, Client acknowledges, has been made available to it by Presidio. By its execution of each Order, Client expressly acknowledges and agrees to the Service Terms (exhibit or otherwise) attached to such Order. Client agrees to provide Presidio and/or the Provider with any other required acknowledgement of Service Terms in a timely fashion. If Amazon Web Services are purchased, Client also agrees to purchase Amazon Support Services (Business Level or higher) in connection with each Order.
2. Billing. The fees for the Services will be invoiced by Presidio and paid by Client as stated in the Order, or if fees are usage-based, fees will be invoiced based on the Provider’s periodic usage report to Presidio. Fees are exclusive of all federal, state and local sales, use, excise, privilege and similar taxes. Such taxes imposed on Presidio (except for taxes based upon Presidio’s net income), or which Presidio must collect in connection with sales hereunder will be invoiced to and paid by Client. Early termination fees may apply if any Services are terminated by Client prior to the expiration of the Term or any applicable renewal term thereof.
3. Client Environment. In assisting Client with its selection of Services, Presidio will in each case rely upon the information provided by Client with respect to Client’s business and information technology environment, including without limitation, its hardware, software, and telephone confirmation information, dial plan and auto attendant configuration information. Notwithstanding the foregoing, Client hereby acknowledges and agrees that there are many variables affecting the proper selection of Services, since each potential information technology environment utilizing Services is unique with differing configurations, attributes, requirements and environments. Accordingly, notwithstanding any assistance provided by Presidio to Client in selecting Services, Client is responsible for consulting with its own appropriate professionals who are familiar with Client’s business and information technology environment so that proper selection of Services can be determined. As a result, Client shall be barred from any recovery against Presidio by reason of improper selection or use of the Services, and Presidio shall have no liability on account thereof, and the same is hereby waived.
4. Term. The term of this Agreement (“Term”) shall commence on the date it is fully executed, and continue for one (1) year. Thereafter, the Term will automatically renew for additional one (1) year periods unless either party notifies the other at least sixty (60) days prior to the end of the Term. Notwithstanding any termination of this Agreement, (i) Services ordered are strictly non-cancelable except as otherwise provided in the applicable Service Terms, and Client will not be entitled to any refund for terminated Services except as permitted by the Provider; and (ii) this Agreement may be terminated early by Presidio if Presidio’s underlying agreement with its distributor or Amazon is terminated.
5. Client Responsibilities. Client shall continuously and fully comply with all Service Terms related to purchased Services. Client shall grant Presidio and the applicable Provider(s) full and free access to all necessary hardware, software or other equipment at all times during the Term, and shall comply with all provisions/assumptions of each Order regarding access to and status of Client’s IT environment and any other Client obligations. Client’s active participation, cooperation, and compliance with all aspects of this Agreement, the Service Terms and each Order are critical to Presidio’s ability to fulfill its obligations hereunder. IN EACH INSTANCE WHERE CLIENT’S INPUT, ASSISTANCE, COOPERATION, ACCEPTANCE OF PROVIDER TERMS OR COMPLIANCE WITH THIS AGREEMENT MAY IMPACT PRESIDIO OR PROVIDER’S ABILITY OR AGREEMENT TO PROVIDE THE SERVICES, CLIENT EXPRESSLY ACKNOWLEDGES AND AGREES THAT FAILURE TO COMPLY WITH ITS OBLIGATIONS HEREUNDER MAY IMPACT THE SERVICE START DATE AND/OR THE CONTINUED SERVICE SUPPLY, AND THE CLIENT MAY INCUR ADDITIONAL FEES IN CONNECTION THEREWITH.
6. Service Limitation. The parties recognize that from time to time Client may request professional, maintenance and/or support services that fall outside the scope of this Agreement. The parties will discuss any requested out-of-scope services and negotiate in good faith the terms and conditions thereof. Professional services, maintenance and support services considered outside the scope of this Agreement include, but are not limited to, the following: (a) correction of errors not attributable to Presidio or the applicable Provider; (b) electrical work external to any Provider equipment; (c) installation, de-installation, reinstallation, or relocation of equipment; (d) supplies, accessories, or attachments; and (e) “no fault found” scenarios (where the problem is determined by Presidio to arise from equipment or services not provided by Presidio, the Provider or otherwise not covered under this Agreement).
7. Maintenance; Service Modifications. In addition to Presidio’s or the Provider’s right to suspend or terminate the Services in accordance with Section 9 and/or the Service Terms, Presidio or the Provider may suspend all or part of the Services without liability or prior notice to Client (i) in order for Presidio or the Provider to maintain (i.e., modify, upgrade, patch, or repair) any of their respective hardware, software or other equipment; (ii) as Presidio or Provider may determine may be required by law or regulation; (iii) as Presidio or Provider may determine to be necessary to protect any of their respective hardware, software, equipment, or intellectual property rights or in the event of an attack on the Services; or (iv) in the event Presidio’s underlying agreements with its distributor or Amazon are terminated. Notwithstanding the foregoing, Presidio will endeavor in good faith to provide Client with advance notice of any suspension or termination under this Section 7 and Presidio will provide Client with notice of the suspension or termination as soon as it becomes reasonably practicable for Presidio to do so.
8. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PRESIDIO BE LIABLE HEREUNDER FOR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES. further, presidio’s cumulative AND AGGREGATE MAXIMUM liability for any and all damages arising out of or relating to this Agreement OR THE TRANSACTIONS CONTEMPLATED HEREBY will not exceed the total Fees paid to Presidio for the Services provided under this Agreement for the SIX (6) months immediately preceding the month in which the event giving rise to the liability occurred.
THE SERVICES OFFERED BY PRESIDIO UNDER THIS AGREEMENT MAY NOT BE PAYMENT CARD INDUSTRY (PCI), FEDRAMP OR OTHERWISE SPECIFICALLY CERTIFIED, AND MAY NOT BE SUITABLE FOR HOSTING APPLICATIONS WHICH ARE USED TO PROCESS, STORE OR ACCESS PAYMENT CARD DATA, PERSONAL INFORMATION, CLASSIFIED DATA OR OTHER SENSITIVE DATA. PRESIDIO DOES RESELL SPECIFICALLY CERTIFIED SOLUTIONS FOR THE FOREGOING CONTEXTS, BUT CLIENT AGREES THAT IT WILL MAKE PRESIDIO AWARE, IN WRITING, OF THE NEED FOR ANY SUCH SPECIALIZED/CERTIFIED SERVICES BEFORE AN ORDER IS FINALIZED. ABSENT SUCH ADVICE BY CLIENT TO PRESIDIO, Client represents, covenants and warrants to Presidio that no PCI, PERSONAL, CLASSIFIED OR OTHER SIMILARLY REGULATED OR SENSITIVE DatA shall be processed through or reside upon the SERVICES cloud infrastructure or within business applications and databases hosted as part of the Services. FURTHER, THE Services are not authorized for use in critical safety, AEROSPACE, NUCLEAR or other applications where a failure OF SERVICES may reasonably be expected to result in personal injury, loss of life, or serious property damage. If CLIENT useS THE SERVICES in any such application or failS to comply with Provider’s specifications OR SERVICE TERMS, or if CLIENT’S Customer(S) use(s) the Services in such applications or make(S) such failures, CLIENT acknowledgeS that such use, sale, or noncompliance is at CLIENT’S sole risk.
PRESIDIO DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES THAT USE OF THE SERVICES WILL SATISFY ANY STATUTORY OR REGULATORY OBLIGATIONS APPLICABLE TO CLIENT OR THE CLIENT DATA, OR WILL ASSIST WITH, GUARANTEE, OR OTHERWISE ENSURE COMPLIANCE WITH ANY APPLICABLE LAWS OR REGULATIONS OR OTHER GOVERNMENT MANDATES OR STATUTES. CLIENT IS SOLELY RESPONSIBLE FOR ENSURING THAT USE OF THE SERVICES IS IN ACCORDANCE WITH, AND COMPLIES WITH, ALL APPLICABLE LAW AND REGULATIONS.
EXCEPT FOR ANY EXPRESS WARRANTY MADE BY THE APPLICABLE PROVIDER UNDER THE SERVICE TERMS, WHICH, IF MADE TO PRESIDIO AND TRANSFERABLE, SHALL BE PASSED THROUGH TO CLIENT BY PRESIDIO, PRESIDIO MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE WHATSOEVER REGARDING THE SERVICES, INCLUDING WITHOUT LIMITATION THAT THE USE OF THE SERVICES SHALL BE SECURE, UNINTERRUPTED, ERROR-FREE OR NON-INFRINGING, OR THAT THE SERVICES SHALL FUNCTION PROPERLY IN COMBINATION WITH ANY THIRD PARTY TECHNOLOGY, HARDWARE, SOFTWARE, SYSTEMS OR DATA. THE SERVICES MAY BE SUBJECT TO INTERRUPTION, LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF INTERNET APPLICATIONS AND ELECTRONIC COMMUNICATIONS, AND PRESIDIO IS NOT RESPONSIBLE FOR ANY SUCH DELAYS, DELIVERY FAILURES, OR ANY LOSS OR DAMAGE RESULTING THEREFROM OR FROM OTHER EVENTS BEYOND PRESIDIO’S REASONABLE CONTROL. PROVIDER MAY ALSO TERMINATE AND/OR SUSPEND THE SERVICES AS STATED IN EITHER THE SERVICE TERMS AND/OR ITS AGREEMENTS WITH PRESIDIO. PRESIDIO SHALL ASSIST CLIENT BY ACTING AS A LIAISON BETWEEN CLIENT AND SERVICE PROVIDER IN SEEKING THE RIGHTS AND BENEFITS OF ANY TRANSFERABLE WARRANTY GIVEN BY A PROVIDER UNDER THE SERVICE TERMS, AND SUCH ASSISTANCE SHALL BE PRESIDIO’S SOLE AND EXCLUSIVE OBLIGATION HEREUNDER, AND CLIENT’S SOLE AND EXCLUSIVE REMEDY HEREUNDER, FOR ANY BREACH OF WARRANTY CLAIMS. THIS ELECTION OF REMEDIES SHALL SURVIVE NOTWITHSTANDING THE FAILURE OF ANY REMEDY TO FULFILL ITS ESSENTIAL PURPOSE. NEITHER PRESIDIO NOR PROVIDER SHALL BE LIABLE TO CLIENT OR ANY THIRD PARTY FOR ANY LOSS DUE TO CLIENT’S FAILURE TO ADHERE TO THE SERVICE TERMS. Notwithstanding anything to the contrary HEREUNDER OR in ANY Order, in no event shall PRESIDIO have any liability for any claims relating to 911 or other emergency referral calls.
9. Default. If Client fails to pay as agreed, or is otherwise in default hereunder, Presidio shall give Client written notice thereof. The notice will specify whether the default is considered curable. If Client fails to cure any curable default within ten (10) days of Presidio’s issuance of the default notice, or if Presidio determines the default to be incurable, to the maximum extent permitted by applicable law, Presidio shall be entitled to immediately suspend Services and its performance under the Agreement, as well as pursue any and all other remedies available to it at law, in equity or under the Service Terms.
10. Data and Software; Representations. “Client Data” means: all data owned by Client and all data summarizing, aggregating, concerning or indexing such data. All Client Data will remain the property of Client, and neither Presidio nor Provider will have any responsibility for the legality, propriety or copyright of the Client Data. Presidio will have no obligation to back-up or archive Client Data, unless expressly specified on an Order as part of the Services provided hereunder. Additional charges may apply for time and materials to return Client Data. Client acknowledges and agrees that Client Data will comply with all applicable international, federal, state, and local laws. As owner of the Client Data, Client shall direct Presidio and Provider to process Client Data exclusively in accordance with the terms of this Agreement. Client further represents and warrants to Presidio that Client has been given or has obtained any and all consents from the subjects or owners of personal, sensitive, regulated or other protected Client Data as may be required by applicable laws for the performance of Presidio’s and Provider’s obligations under this Agreement. Client further represents and warrants that (i) the information Client provided in connection with Client’s registration for Services is accurate and complete; (ii) no Client Data is illegal, defamatory, malicious, harmful, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age; (iii) Client’s use of the Services will comply with all applicable laws, rules and regulations; and (iv) Client has otherwise taken all necessary steps to legally execute this Agreement. For Client Data in the European Economic Area, Client acknowledges and agrees that any access to Services given by Client to any person outside of the countries of the European Economic Area shall be considered as an express written consent to Presidio and Provider to supply such Client Data, such consent being given by Client and the relevant Client Data subject/owner. Presidio and its Provider, as applicable, will retain all right, title and interest in and to all software, development tools, know-how, methodologies, processes, technologies or algorithms created and/or used in providing the Services and/or which are licensed by or to Presidio or Provider. No licenses will be deemed to have been granted by either party to Client with regard to any patents, trade secrets, trademarks or copyrights, except as otherwise expressly provided in this Agreement or the Service Terms. Nothing in this Agreement shall be construed to require Presidio to violate the proprietary rights of Provider or any third party in any software or otherwise. Client acknowledges and agrees that Services shall not include the provision of disaster recovery and business continuity services, unless expressly specified in the Order. In the event Client elects to use Services for production workload purposes, Client assumes all risks of doing so and Presidio and Provider shall bear no liability for Services failure, any loss of business, lost profits, or damages due to business interruption. Client will use best practices and efforts, including the use of the best available virus detection software, to ensure that any software and Client Data loaded by Client into the Services environment is free of any virus, Trojan horse, malware, spyware, worm or other/similar malicious code (“Virus”), and shall not knowingly, intentionally or negligently introduce any such element into the cloud Services. In the event any such Virus is introduced as a result of a breach hereof by Client or its agents, Client shall use its best efforts, at its sole cost and expense, to eradicate the Virus and reduce its impact in and to the Services and the Services environment. Client is responsible for the maintain the security and secrecy of its user identifications and passwords to prevent unauthorized access to the Services or the Services environment.
11. Indemnities. Client will defend, indemnify, and hold Presidio, its affiliates, Providers and each of their respective employees, officers, directors, and representatives harmless from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to any third party claim concerning: (a) Client’s breach of this Agreement, breach of Service Terms, use of Services other than in accordance with the Service Terms or violation of applicable law by Client; (b) data protection, regulation or privacy rules applicable to any Client Data, and (c) any claim involving alleged or actual infringement or misappropriation of third party rights by Client or by the use, development, design, production, advertising or marketing of Client Data. If Presidio, Provider or its affiliates are obligated to respond to a third party subpoena or other compulsory legal order or process, Client will reimburse Presidio Provider and its affiliates for reasonable attorneys’ fees spent responding to the same. Presidio will promptly notify Client of any claim arising under this section. Client may: (i) use counsel of its own choice to defend any such claim, and (ii) settle the claim as it deems appropriate, provided that Client obtains Presidio’s prior written consent before entering into any settlement which admits fault or wrongdoing on the part of Presidio or Provider. Presidio and/or Provider may participate in any such proceeding with counsel of their choice. Unless a specific infringement indemnity is provided to Client as part of the Service Terms, at no time will Client assert against Presidio or any of its agents, Providers or licensors, nor will Client authorize, assist, or encourage any third party to assert against such parties, any patent infringement or other intellectual property infringement claim regarding any Services provided to Client hereunder.
12. Export and Client Compliance. Client agrees to comply with all applicable United States and international laws and regulations, including those regarding the export or re-export of any commodity, technology, Client Data, technical data and/or software. Client acknowledges that its responsibility extends to managing the controls applicable to the computations and derivations (output) from the use of the software or Client Data uploaded to the Services. Presidio assumes no responsibility to screen any Client Data or Client’s use or export of data. Client agrees to strictly prevent access, export, or transfer of Client Data, software, and related output from the Services to the extent the same is controlled or regulated for export to countries and individuals sanctioned by the U.S. Office of Foreign Assets Control (OFAC), the U.S. Export Administration Regulations (EAR), the U.S. International Traffic in Arms Regulations (ITAR), and other related laws and regulations, as applicable. Client also agrees to actively prevent its software and Data uploaded to the Services from being used in the development, production, use, or proliferation of weapons (including without limitation weapons of mass destruction, as defined in the aforementioned laws and regulations), to include without limitation chemical, biological or missile technologies. Client shall be solely and exclusively responsible for its violation of these and other applicable laws and regulations.
13. Non-Solicitation. During the Agreement Term and for twelve (12) months thereafter, Client will not, without Presidio’s prior written consent, solicit for employment any Presidio employee who was directly involved in the performance of the Agreement, provided that this restriction shall not prevent Client from hiring any Presidio employee who, without solicitation by Client, seeks employment with Client of his or her own volition.
14. Notices. Notices, authorizations and other official communications to Presidio under this Agreement shall be transmitted in writing by overnight receipted courier to Presidio Networked Solutions LLC, Attn: General Counsel, One Penn Plaza, 28th Floor, New York, NY 10119, and to Client at the address set forth in Section 1. Any notices given by overnight courier shall be deemed received as of the date shown on the courier receipt.
15. Order of Precedence. Any conflict between the terms and conditions of this Agreement, any Order, and any Service Terms will be resolved in the following order of precedence, in each case as to the affected transaction only: (1) the Service Terms, (2) the terms of this Agreement and (3) the Order; provided that the terms and conditions set forth in Section 9 (Limitation of Liability) and Section 16 (Miscellaneous) of this Agreement shall take priority if there is a conflict between the terms therein and the terms and conditions in the Service Terms or any Order. Any additional or different terms and conditions in any Client purchase order or other business form(s) which are in addition to, different from, or in conflict with the terms and conditions of this Agreement (including its Orders, Service Terms and attachments) shall be null and void, even if purportedly later acknowledged in writing by Presidio.
16. Miscellaneous. Except for payment obligations, neither party shall be responsible for delays or failures in performance caused by factors outside of the reasonable control of the party whose performance is affected, including, but not limited to, fire, flood, earthquake, elements of nature, power outage, acts of God, acts of war, terrorism, riots, civil disorders, rebellions or revolutions, quarantines, embargoes or material changes in government requirements, and upon prompt notice to the other party, the affected party’s performance shall be excused during the continuance of any such event. Nothing in this Agreement shall be interpreted or construed so as to create any relationship between the parties other than that of independently contracting entities. This Agreement shall not be construed against either party as the drafter hereof, it being agreed that this Agreement has been negotiated by both parties and their selected legal counsel. Neither party shall be authorized to obligate, bind or act in the name of the other party, except as expressly authorized under this Agreement or any Order/Service Terms. Unless otherwise required by law, neither party shall publish any advertising, sales promotion, announcement or press release relating to this Agreement without the prior written approval of the other party. Client may only use Presidio trademarks and service marks in accordance with Presidio’s trademark use guidelines. Client may only assign or transfer this Agreement or any rights or obligations hereunder with the prior written consent of Presidio in each instance. This Agreement shall be governed by, construed and enforced in accordance with the laws of the State of New York, excluding its choice of law rules. The parties exclusively and irrevocably agree to bring any action connected with this Agreement in the appropriate state or federal court sitting in New York County, New York. Notwithstanding the prior two sentences, if the Provider initiates any action in connection with this Agreement or if the Provider is otherwise a party to any action connected with this Agreement, then, to the extent the Service Terms provide that the action be brought in a court outside of New York County, New York or the Service Terms provide that the laws of a State other than New York apply, then the governing law and jurisdiction set forth in the Service Terms shall apply to the Client and Presidio. Failure by either party to require performance by the other party or to claim a breach of any provision of this Agreement will not be construed as a waiver of any right or remedy or of any subsequent breach, and will not operate to modify this Agreement or any part hereof, or prejudice the waiving party regarding any subsequent action. If any provision of this Agreement is held invalid by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect, and the parties shall negotiate in good faith to substitute for the invalid provision a valid provision which most closely approximates the economic effect and intent of the invalid provision. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument, and may be executed electronically by an authorized officer of the signing party. Execution of this Agreement at different times and places by the parties hereto shall not affect the validity hereof. This Agreement, its Orders, the Service Terms applicable to any Order and all other attachments hereto and to any Order, which are hereby incorporated by this reference, constitute the entire agreement between Presidio and Client with respect to the subject matter hereof and supersede all previous negotiations, proposals, commitments, writings, advertisements, publications and understandings of any nature with regard thereto. No agent, employee or representative of Presidio has any authority to bind Presidio to any affirmation, representation or warranty unless specifically included within this Agreement. Except for the Provider, who the parties hereto designate as a third-party beneficiary of this Agreement, the parties do not confer any rights or remedies upon any person or entity other than the parties to this Agreement and their respective successors and permitted assigns. No change to, amendment or modification of this Agreement shall be effective unless made in writing and signed by an authorized representative of both parties.
BY CLICKING “ACCEPT” BELOW, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND IT, AND THAT YOU AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.