PRICES ON THE WEBSTORE: ARE EXCLUSIVE OF APPLICABLE VAT, SALES TAX, IMPORT DUTIES AND CUSTOMS. VAT OR SALES TAX WILL BE ADDED BEFORE THE ORDER CONFIRMATION, IF APPLICABLE. TO DETERMINE WHAT IMPORT DUTIES AND TAXES MAY BE ADDED TO YOUR ORDER, PLEASE CONTACT ORDER@YUBICO.COM TO DETERMINE THE COUNTRY WE WILL SHIP FROM.
SALES COMPANY: SALES WILL BE MADE THROUGH ANY OF THE THREE FOLLOWING COMPANIES:
- YUBICO AB, SWEDEN
- YUBICO LTD, UK
- YUBICO INC, USA
THE SALES COMPANY WILL BE DETERMINED BEFORE THE ORDER CONFIRMATION.
SHIPPING COUNTRY:WILL BE DETERMINED AFTER ORDER IS PLACED. FOR SPECIFIC INFORMATION ON WHAT COUNTRY YOUR ORDER IS SHIPPED FROM, PLEASE CONTACT ORDER@YUBICO.COM. USUALLY, IF THE DELIVERY COUNTRY IS IN AMERICAS OR AUSTRALIA OR NEW ZEALAND, WE SHIP FROM THE USA, OTHERWISE WE SHIP FROM THE UK. IF THE DELIVERY ADDRESS IS IN THE EUROPEAN UNION WE WILL SHIP FROM THE EUROPEAN UNION.
TERMS AND CONDITIONS
YUBICO LICENSE AGREEMENT
IMPORTANT LEGAL NOTICE: YOU SHOULD READ CAREFULLY THE FOLLOWING AGREEMENT BEFORE UTILIZING ANY PRODUCT, SERVICE, FIRMWARE AND/OR CODE (REFERRED TO COLLECTIVELY AS THE “YUBICO PRODUCT”) SUPPLIED TO YOU BY YUBICO AB, SWEDEN, ANY OF ITS SUBSIDIARIES, INCLUDING YUBICO INC., USA, YUBICO LTD., UK OR AUTHORIZED RESELLERS. BY USING THE YUBICO PRODUCT, YOU ARE STATING THAT YOU FULLY UNDERSTAND, AGREE TO AND ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT WITH YUBICO AB (“YUBICO”). IF YOU ARE ACCEPTING THIS AGREEMENT ON BEHALF OF THE COMPANY IDENTIFIED IN THE RELEVANT ORDER FORM YOU ALSO REPRESENT THAT YOU HAVE FULL AUTHORIZATION TO DO SO. YOU MUST BE OF LEGAL MAJORITY AGE AND HAVE THE CAPACITY TO UNDERSTAND THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, PLEASE DISCONTINUE ALL USE OF THE YUBICO PRODUCT AND RETURN IT TO YUBICO.
1. THE AGREEMENT AND THE LICENSE
This Yubico License Agreement (the "Agreement") regulates the rights and obligations between Yubico and the user of the Yubico Product that can be a private individual or a legal entity (“User”) concerning the Yubico Product. Yubico grants User a non-exclusive, non-transferable license to use the Yubico Product and the Yubico Internet services connected therewith in accordance with the terms of this Agreement. No copy of or application or product incorporating any portion of the Yubico Product may be distributed, licensed, sold, rented, or otherwise provided to third parties by User. The Yubico Product may contain certain object code software loaded onto the Yubico Product ("Embedded Code"), and/or provided separately for use with the Yubico Product ("Driver" or "Drivers"). The Drivers, Embedded Code and Yubico Product shall be considered part of the Yubico Product and Yubico grants User a non-exclusive, non-transferable license to use same, solely in accordance with the terms of this Agreement. The Yubico Product may during the term hereof be used at Yubico’s Product Site.
2. RIGHTS, PROTECTION
All title to the Yubico Product and Yubico’s trademarks, including but not limited to all intellectual property rights such as copyright, trade secrets, patents, trade-marks and service marks, at all times remain with Yubico and its licensors as appropriate. User agrees that the techniques, ideas algorithms, concepts, code, and processes contained in the Yubico Product constitute Yubico’s trade secrets and are subject to confidentiality protection. As such, User agrees not to reverse engineer, disassemble or decompile, or otherwise attempt to derive the source code for, or perform cryptographic analysis upon, the Yubico Product to the extent this restriction is permitted by law. User agrees to indemnify, defend and hold Yubico harmless, from and against any claim, demand, cause of action, damage, loss, liability suit, proceeding, judgment, or cost (including attorney fees), brought against Yubico which is based on User’s use of the Yubico Product to the extent that such suit or proceeding does not arise or result from: (i) Yubico’s material breach of any agreement, obligation, representation, warranty or covenant contained in this Agreement; or (ii) any wrongful, negligent action or failure to act by Yubico,, its employees, agents or independent contractors.
User acknowledges that in the course of using or evaluating the Yubico Starter Key, User may obtain information relating to the Yubico Product and/or Yubico (“Proprietary Information”). Such Proprietary Information shall belong solely to Yubico and includes, but is not limited to: the design, code, architecture, features, functions and modes of operation of the Yubico Product ; trade secrets; know-how; inventions (whether patentable or not); techniques; processes; programs; algorithms; testing procedures; other computer code; design and function specifications; product requirements; problem reports; analysis and performance information; software and hardware documents; and other technical, business, marketing and financial information. During and after the term of this Agreement, User agrees: (i) not to use (except as expressly authorized in this Agreement), disclose, or provide any third-party access to any Proprietary Information without the prior written consent of Yubico ; (ii) to take all reasonable measures to maintain the confidentiality of the Proprietary Information in a manner in which User would protect its own Proprietary Information.
4. COMPLIANCE WITH LAWS
User shall comply with all applicable export, import, or other relevant laws of any applicable jurisdiction. Determination of the applicable law is User’s responsibility. User understands that the Yubico Product is cryptographic in nature and that it therefore is highly regulated. User is strictly prohibited from exporting, re-exporting or importing the Yubico Product, regardless of method (including, for example and not by limitation by use of physical delivery, e-mail, or download from FTP or website, etc.), without first complying with all applicable government use, import, or export laws, rules, regulations, orders, and obtaining any necessary approvals or permits. Obtaining any necessary export or import approval for the Yubico Product is the sole responsibility of the User.
5. WARRANTY DISCLAIMER
EXCEPT AS EXPRESSLY PROVIDED HEREIN, YUBICO PROVIDES THE YUBICO PRODUCT AND THE YUBICO SITE "AS IS". BY USING THE YUBICO PRODUCT , USER ASSUMES ALL RESPONSIBILITY AND RISK OF USE OF THE YUBICO PRODUCT . YUBICO PROVIDES THE YUBICO PRODUCT ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. WITHOUT LIMITING THE SCOPE OF THE FOREGOING, YUBICO DOES NOT WARRANT THAT THE YUBICO PRODUCT WILL FUNCTION WITHOUT DEFECTS OR THAT IT IS FREE OF VIRUSES OR OTHER HARMFUL MECHANISMS OR THAT ALL PROGRAMMING ERRORS CAN BE FOUND IN ORDER TO BE CORRECTED. YUBICO DISCLAIMS ANY LEGAL LIABILITY OR RESPONSIBILITY FOR THE ACCURACY, ERRORS, OMISSIONS, COMPLETENESS, OR USEFULNESS OF ANY SOFTWARE, PROCEDURE, METHOD, APPARATUS, PRODUCT, TECHNICAL SUPPORT OR PROCESS PROVIDED TO USER IN ASSOCIATION WITH THIS AGREEMENT. NEITHER YUBICO, ITS LICENSORS, ITS EMPLOYEES, NOR ITS ASSOCIATES ASSUME ANY RESPONSIBILITY FOR LOSS OR DAMAGES RESULTING FROM THE USE OF THE YUBICO PRODUCT AND INFORMATION CONTAINED IN ANY DOCUMENTATION PROVIDED TO USER.
6. LIMITATION OF LIABILITY
USER AGREES THAT ANY LIABILITY ON THE PART OF YUBICO, ITS SUPPLIERS, DISTRIBUTORS, AND ASSOCIATES FOR BREACH OF THE WARRANTIES CONTAINED HEREIN OR ANY OF THE OTHER PROVISIONS OF THIS AGREEMENT OR ANY OTHER BREACH GIVING RISE TO LIABILITY OR IN ANY OTHER WAY ARISING OUT OF OR RELATED TO THIS AGREEMENT FOR ANY CAUSE OF ACTION WHATSOEVER AND REGARDLESS OF THE FORM OF ACTION (INCLUDING BREACH OF CONTRACT, STRICT LIABILITY, TORT INCLUDING NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY), SHALL BE LIMITED TO USER’S DIRECT DAMAGES TO AN AMOUNT NOT TO EXCEED TEN ($10.00) US DOLLARS. USER AGREES THAT IN NO EVENT WILL YUBICO, ITS SUPPLIERS, DISTRIBUTORS, AND ASSOCIATES BE LIABLE FOR DAMAGES IN RESPECT OF IINCIDENTAL, ORDINARY, PUNITIVE, EXEMPLARY, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES EVEN IF Yubico, ITS SUPPLIERS, DISTRIBUTORS AND ASSOCIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES INCLUDING, BUT NOT LIMITED TO, BUSINESS INTERRUPTION, LOST BUSINESS REVENUE, LOST PROFITS, FAILURE TO REALIZE EXPECTED SAVINGS, ECONOMIC LOSS, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY OR ANY CLAIM AGAINST USER BY ANY OTHER PARTY.
7. TERM AND TERMINATION
The term of this Agreement shall commence on the date of Yubico’s order confirmation (the “Effective Date”) and shall continue until terminated as set forth below:
(a) Except as otherwise set forth in this Section 7, this Agreement shall automatically terminate, without the requirement of further action by Yubico, after the lapse of a three (3) calendar year period from the Effective Date. This Agreement may be extended, upon its existing terms and conditions, by mutual agreement via an e-mail message exchanged between the parties.
(b) If either party materially breaches any term or condition of this Agreement and fails to cure that breach within ten (10) days after receiving written notice of the breach, the non-breaching party may terminate this Agreement on written notice at any time following the end of such a ten (10) day period.
(c) This Agreement shall terminate automatically without notice and without further action by Yubico in the event User becomes insolvent or makes an assignment of this Agreement for the benefit of creditors or if any other bankruptcy proceedings are commenced by or against User.
Upon the termination of this Agreement for any reason all rights granted hereunder shall automatically revert to Yubico but User shall be entitled to keep any delivered material items.
8. RIGHT TO CANCEL
Customers who are private persons have the right to refund their order within 14 days of receiving the Yubico Product(s). They are entitled to a full refund including the cost for shipping and handling. They must, however, pay for the return postage to Yubico AB.
See above INFORMATION section.
This Agreement is not assignable, transferable or sub licensable by User without the prior written consent of Yubico and any attempt to do so shall be void. Any notice, report, approval or consent required or permitted hereunder shall be in writing. The waiver by Yubico of a breach of this Agreement or any right hereunder shall not constitute a waiver of any subsequent breach of this Agreement; nor shall any delay by Yubico to exercise any right under this Agreement operate as a waiver of any such right. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement shall be deemed to have been made in, and shall be construed pursuant to the laws of Sweden without regard to conflicts of laws provisions thereof. Both parties hereby consent to the exclusive jurisdiction of the Swedish Court system with the City Court of Stockholm as first instance. The parties agree that a material breach of this Agreement adversely affecting Yubico’s proprietary rights in the Yubico Product would cause irreparable injury to Yubico for which monetary damages would not be an adequate remedy and that Yubico shall be entitled to equitable relief in addition to any remedies it may have hereunder or by law.
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