iWebGate Pty Ltd
Level 29, 221 St Georges Terrace
Perth, Western Australia 6000
END USER LICENSE AGREEMENT (EULA)
IMPORTANT: PLEASE READ THIS END USER LICENSE AGREEMENT CAREFULLY. IT IS VERY IMPORTANT TO CHECK YOU ARE PURCHASING iWEBGATE SOFTWARE OR iWEBGATE SOLUTIONS FROM AN APPROVED SOURCE AND YOU, OR THE ENTITY YOU REPRESENT (COLLECTIVELY, "YOU") HAVE BEEN REGISTERED AS THE LICENSED USER FOR THE PURPOSES OF THIS iWEBGATE END USER LICENSE AGREEMENT AND YOUR INTENTION IS TO USE THE SOFTWARE FOR ITS INTENDED PURPOSES ONLY. IF YOU ARE NOT REGISTERED AS THE LICENSED USER, YOU HAVE NO LICENSE TO USE THE SOFTWARE AND THE LIMITED WARRANTY IN THIS END USER LICENSE AGREEMENT DOES NOT APPLY. ASSUMING YOU HAVE PURCHASED iWEBGATE SOFTWARE FROM AN APPROVED SOURCE, DOWNLOADING, INSTALLING OR USING iWEBGATE SOFTWARE OR iWEBGATE SOLUTIONS CONSTITUTES ACCEPTANCE OF THIS AGREEMENT.
iWEBGATE LIMITED (COLLECTIVELY, "iWEBGATE") IS WILLING TO LICENSE THIS SOFTWARE TO YOU ONLY UPON THE CONDITION YOU PURCHASED THE SOFTWARE FROM AN APPROVED SOURCE, YOU INTEND TO USE THE SOFTWARE FOR ITS INTENDED PURPOSE AND YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS END USER LICENSE AGREEMENT, INCLUDING LIMITATIONS ON THE LICENSE SET FORTH IN ANY SUPPLEMENTAL LICENSE AGREEMENT ACCOMPANYING THE PRODUCT OR AVAILABLE AT THE TIME OF YOUR ORDER (COLLECTIVELY THE "AGREEMENT"). TO THE EXTENT OF ANY CONFLICT BETWEEN THE TERMS OF THIS END USER LICENSE AGREEMENT AND ANY SUPPLEMENTAL LICENSE AGREEMENT, CUSTOMER AGREEMENT, OR OTHER WRITTEN AGREEMENT BETWEEN iWEBGATE AND YOU (COLLECTIVELY, “SUPPLEMENTAL AGREEMENTS”), THE SUPPLEMENTAL AGREEMENTS SHALL APPLY. BY DOWNLOADING, INSTALLING, OR USING THE SOFTWARE, YOU ARE REPRESENTING THAT YOU PURCHASED THE SOFTWARE FROM AN APPROVED SOURCE AND YOU AGREE TO BE LEGALLY BOUND TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. ALL AGREEMENTS, INCLUDING AMENDMENTS AND SUPPLEMENTAL AGREEMENTS, SHALL BE IN WRITING. TAKING ANY ACTION OR STEP TO SET-UP OR INSTALL THE SOFTWARE CONSTITUTES YOUR ASSENT TO, AND ACCEPTANCE OF, THIS END USER LICENSE AGREEMENT. WRITTEN APPROVAL IS NOT A PREREQUISITE TO THE VALIDITY OR ENFORCEABILITY OF THIS AGREEMENT AND NO SOLICITATION OF ANY SUCH WRITTEN APPROVAL BY OR ON BEHALF OF YOU SHALL BE CONSTRUED AS AN INFERENCE TO THE CONTRARY. IF YOU HAVE ORDERED THIS PRODUCT AND SUCH ORDER IS CONSIDERED AN OFFER BY YOU, IWEBGATE’S ACCEPTANCE OF YOUR OFFER IS EXPRESSLY CONDITIONAL ON YOUR ASSENT TO THE TERMS OF THIS AGREEMENT, TO THE EXCLUSION OF ALL OTHER TERMS. IF THESE TERMS ARE CONSIDERED AN OFFER BY iWEBGATE, YOUR ACCEPTANCE IS EXPRESSLY LIMITED TO THE TERMS OF THIS AGREEMENT OR ANY SUPPLEMENTAL AGREEMENT AS CONTAINED HEREIN.
FOR THE PURPOSES OF THIS END USER LICENSE AGREEMENT, THE FOLLOWING ADDITIONAL DEFINITIONS APPLY:
"APPROVED SOURCE" MEANS (A) iWEBGATE; OR (B) AN iWEBGATE RESELLER OR SYSTEMS INTEGRATOR EXPRESSLY AUTHORISED BY iWEBGATE TO RESELL iWEBGATE TECHNOLOGY OR SOLUTIONS, INCLUDING SOFTWARE AND SERVICES TO LICENSED USERS IN ACCORDANCE WITH THE TERMS OF A RESELLER AGREEMENT WITH iWEBGATE.
"SOFTWARE” MEANS THE OBJECT CODE COPY OF THE SOFTWARE PROGRAM PROVIDED TO YOU IN ASSOCIATION WITH THIS AGREEMENT BY AN APPROVED SOURCE, TOGETHER WITH THE ASSOCIATED ORIGINAL ELECTRONIC MEDIA AND ALL ACCOMPANING MANUALS AND OTHER DOCUMENTATION, AND TOGETHER WITH ALL ENHANCEMENTS, UPGRADES, BUG FIXES, MODIFIED VERSIONS AND EXTENSIONS THERETO (“COLLECTIVELY, “UPGRADES”) THAT MAY BE PROVIDED BY iWEBGATE FROM TIME TO TIME. NOTWITHSTANDING THE FOREGOING, iWEBGATE IS UNDER NO OBLIGATION TO YOU TO PROVIDE ANY SUPPORT, MAINTENANCE, OR UPGRADES UNLESS SPECIFICALLY AGREED TO UNDER A SUPPLEMENTAL AGREEMENT.
“DOCUMENTATION” MEANS SUPPORTIVE AND INSTRUCTIONAL INFORMATION (WHETHER CONTAINED IN USER OR TECHNICAL MANUALS, TRAINING MANUALS, SPECIFICATIONS OR OTHERWISE) PERTAINING TO THE SOFTWARE AND MADE AVAILABLE BY AN APPROVED SOURCE WITH THE SOFTWARE IN ANY MANNER (INCLUDING ON CD-ROM OR ON-LINE).
“LICENSED CONFIGURATION” MEANS TO THE EXTENT APPLICABLE, THE CHOICE OF FEATURES, THE NUMBER OF USERS AUTHORISED BY THIS LICENSE AGREEMENT OR ANY SUPPLEMENTAL AGREEMENTS BETWEEN iWEBGATE AND YOU, AND ANY OTHER HARDWARE OR SOFTWARE SPECIFICATIONS, AS DECLARED BY YOU IN ITS PURCHASE ORDER AND UPON WHICH THE LICENSING FEE WAS BASED.
“INTENDED USE” SHALL MEAN THE UTILISATION OF THE LICENSOR SOFTWARE TO PROTECT PROPRIETARY NETWORKS AND FACILITATE COLLABORATION AND COMMUNICATION AMONG TRUSTED USERS.
License. Conditioned upon compliance with the terms and conditions of the Agreement, iWEBGATE grants to YOU a nonexclusive, nontransferable, non-sub-licensable license to use solely for THE INTENDED USE the Software for which YOU have paid the required license fees to an Approved Source.
If the Software is limited to or includes hosted services, iWEBGATE grants no license to the ancillary iWEBGATE software used in connection with those services, except for use of the proprietary platform agent, if any. The Software may include access to and use of a secure web platform made available to YOU, in which case, YOU acknowledge and agree that: (i) the Software requires access to and use of the internet; (ii) the internet is public and IWEBGATE exerts no control over the internet; and (iii) IWEBGATE does not have responsibility for operating or maintaining YOUR servers and YOUR connection to the internet to access and utilize the Software.
Your license to use the Software shall be limited to, and YOU shall not use the Software: a) EXCEPT PURSUANT TO THE SOFTWARE’S INTENDED USE; b)except in accordance with hardware specifications contained in the Documentation; c) except as authorized for the specific end-users identified by YOU to IWEBGATE or through any other means established by IWEBGATE AND for which APPLICABLE and relevant license fees have been paid by YOU to iWEBGATE; and d) except as otherwise set forth in the this End User License Agreement and any other applicable license agreement which has been accepted by YOU and for which YOU have paid to an Approved Source the required license fee.
Unless otherwise expressly provided in the Documentation or any applicable Supplemental License Agreement or other Agreement between YOU and iWEBGATE, YOU shall use the Software solely contemplated by this Agreement and used for YOUR internal business purposes. No other licenses are granted by implication, estoppel or otherwise.
For evaluation or pilot copies for which iWEBGATE does not charge a license fee, the above requirement to pay license fees does not apply except and to the extent specifically required in any Supplemental License Agreement or other Agreement between iWEBGATE and/or an Approved Source and YOU.
General Limitations. This is a license, not a transfer of title, to the Software and Documentation, and iWEBGATE retains ownership of all rights to the Software and Documentation. YOU acknowledge that the Software and Documentation contain trade secrets of iWEBGATE or its suppliers or licensors, including but not limited to the specific internal design and structure of individual programs and associated interface information. Except as otherwise expressly provided under the Agreement, YOU shall only use the Software in connection with the use of iWEBGATE Solutions purchased by YOU from an Approved Source and for the Software’s INTENDED PURPOSE. YOU expressly understand and acknowledge that YOU have no right to, and YOU specifically agree not to:
transfer, assign or sublicense its license rights to any other person or entity (other than in compliance with any iWEBGATE relicensing/transfer policy then in force), and YOU acknowledge that any attempted transfer, assignment, sublicense or use shall be void;
provide access to the Software by end-users without the approval of iWEBGATE and payment of the applicable IWEBGATE license fees therefor;
make error corrections to or otherwise modify or adapt the Software or create derivative works based upon the Software, or permit third parties to do the same;
reverse engineer or decompile, decrypt, disassemble or otherwise reduce the Software to human-readable form, except to the extent otherwise expressly permitted under applicable law notwithstanding this restriction or except to the extent that iWEBGATE is legally required to permit such specific activity pursuant to any applicable open source license and YOU hereby acknowledge that the Software, its source code and the underlying ideas or concepts related thereto, are valuable intellectual property of iWEBGATE;
publish any results of benchmark tests run on the Software;
use or permit the Software to be used to perform services (for which iWEBGATE would normally require a licensee fee) for third parties (that are not Licensees pursuant to this Agreement), whether on a service bureau or time sharing basis or otherwise, without the express written authorization of iWEBGATE;
disclose, provide, or otherwise make available trade secrets contained within the Software and Documentation in any form to any third party, including but not limited to related entities, partners, subsidiaries, etc., without the prior express written consent of iWEBGATE. YOU shall implement reasonable security measures to protect such trade secrets; or
use the Software or rights granted hereunder by iWEBGATE in a manner (as determined by applicable law or by iWEBGATE in its sole and absolute discretion) that:
Is illegal, or promotes or encourages illegal activity;
Promotes, encourages or engages in child pornography or the exploitation of children;
Promotes, encourages or engages terrorism, violence against people, animals, or property;
Promotes, encourages or engages in any spam or other unsolicited bulk email, or computer or network hacking or cracking;
Infringes on the intellectual property rights of another user or any other person or entity;
Violates the privacy or publicity rights of another user or any other person or entity, or breaches any duty of confidentiality that you owe to another user or any other person or entity; or
Contains or installs any viruses, worms, bugs, Trojan horses or other code, files or programs designed to, or capable of, disrupting, damaging or limiting the functionality of any software or hardware.
Changes to Authorized End-Users; Audit Rights. YOU agree not make additions to the number of end-users having access to the Software without approval by iWEBGATE and paying the corresponding IWEBGATE required license fees. iWEBGATE may audit YOUR records to the extent necessary in its sole discretion to insure compliance with the foregoing requirements, including without limitation periodic audit of such records as are necessary to confirm the identity and number of authorized end-users and to otherwise verify compliance with the terms of this Agreement. In the event such audit discloses non-compliance with this Agreement, YOU shall promptly (within fourteen days of the demand) pay to iWEBGATE all applicable historical and future license fees, plus the reasonable cost of conducting the audit, including attorney and professional fees reasonably incurred to the audit or diligence process.
Proprietary Notices. YOU agree to maintain all copyright, proprietary, and other notices on all copies, in any form, of the Software and the Documentation in the same form and manner that such copyright and other proprietary notices are included on the Software and Documentation.
Term and Termination. The Agreement and the license granted herein shall remain effective until terminated. YOUR rights under the Agreement will terminate a) at the end of the applicable contract period related to YOUR purchase of the Software or b) immediately without notice from iWEBGATE if YOU fail to comply with any provision of this Agreement after notification by iWEBGATE and the lapse of a reasonable cure period. After termination, iWEBGATE shall have the right to uninstall and/or disable the Software, including the right to disable any server where the Software may be installed, and retrieve any Documentation from YOU and YOU shall cooperate with iWEBGATE to the extent necessary to comply with iWEBGATE’s rights hereunder. All confidentiality obligations of YOU, all restrictions and limitations imposed on YOU under the section titled "General Limitations" and all limitations of liability and disclaimers and restrictions of warranty shall survive termination of this Agreement. In addition, the provisions of the sections titled "General Terms Applicable to the Limited Warranty Statement and End User License Agreement" shall survive termination of the Agreement.
Remedies Available to iWEBGATE. Any breach by You of the terms and agreements herein, will allow iWEBGATE to immediately avail itself of legal protections, remedies in equity and in law and recoupment of reasonable costs (as determined by a Court of competent jurisdiction).
Export, Re-Export, Transfer and Use Controls. The Software, Documentation and technology or direct products thereof (hereafter referred to as Software and Technology), supplied by iWEBGATE under the Agreement are subject to export controls under the laws and regulations of Australia, the United States ("U.S."), and any other applicable countries' laws and regulations. YOU shall comply with such laws and regulations governing export, re-export, import, transfer and use of iWEBGATE Software and Technology and will obtain all required Australian, U.S., and local authorizations, permits, or licenses. iWEBGATE and YOU both agree to provide the other information, support documents, and assistance (as may reasonably be required by the other) in connection with securing authorizations or licenses. Without limiting the generality of the foregoing, YOU agree that: i) the Software may not be shipped, transferred, or exported into any country or used in any manner prohibited by law; ii) the Software may be subject to additional export control laws applicable to YOU in YOUR jurisdiction, including without limitation, Australia and the United States; iii) the Software is security technology and as such is subject to specific rules and regulations related to the export and re-export of security technology in Australia, the United States and elsewhere and YOU agree to be bound by all such rules and regulations of all applicable jurisdictions, including without limitation A) the rules and regulations of the U.S. Department of Commerce which prohibit export or diversion of certain products and technology to certain countries, and B) the U.S. Export Administration Act of 1979, as amended, any successor legislation, and the Export Administration Regulations (“EAR”) issued by the U.S. Department of Commerce, International Trade Administration, and Bureau of Export Administration; iv) that YOU will comply in all respects with the EAR or other United States laws and regulations in effect from time to time; and v) YOU are not A) located in, under the control of, or a national or resident of Cuba, Iraq, Libya, North Korea, Iran, Syria, Sudan or the former Yugoslavia, or B) on the U.S. Treasury Department list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders.
Identified Components; Additional Terms. The Software may contain or be delivered with one or more components, which may include third-party components, identified by IWEBGATE in the Documentation, readme.txt file, third-party click-accept or elsewhere (e.g. on iWEBGATE.IWEBGATE.com) (the "Identified Component(s)") as being subject to different license agreement terms, disclaimers of warranties, limited warranties or other terms and conditions (collectively, "Additional Terms") than those set forth herein. You agree to the applicable Additional Terms for any such Identified Component(s).
Cyber Security Responsibility. YOU acknowledge and agree that YOU are solely responsible for the prevention of theft, loss or unauthorized use of its data, including without limitation theft, loss or misuse of encryption keys, user credentials, SSL Certificates and other data as a result of unauthorized intrusion into the Licensed Configuration (collectively, “Cyber Security Loss”). YOU expressly agree that iWEBGATE has no responsibility for prevention of Cyber Security Loss and YOU are solely responsible for maintaining, supporting and protecting YOUR own Cyber Security Loss prevention program.
Indemnification. iWEBGATE shall have the right, but not the obligation, to defend or settle, at its sole discretion and sole option, any action at law against YOU arising from a claim that YOUR permitted use of the Software under this Agreement infringes any patent, copyright, or other ownership rights of a third party. YOU agree to provide iWEBGATE with written notice of any such claim within ten (10) days of YOUR notice thereof and provide reasonable assistance in its defense. IWEBGATE has sole discretion and control over such defense and all negotiations for a settlement or compromise, unless it declines to defend or settle, in which case YOU are free to pursue any alternative YOU may have.
Subject to the limitations and conditions set forth herein, iWEBGATE warrants that commencing from the date of installation by YOU, and continuing for a period of ninety (90) days the Software substantially conforms to the Documentation. The date of installation of the Software by IWEBGATE is the date of first download or install. Except for the foregoing, the Software is provided "AS IS". This limited warranty extends only to the Software purchased from an Approved Source by YOU as the sole registered end user. YOUR sole and exclusive remedy and the entire liability of iWEBGATE and its suppliers under this limited warranty will be, at iWEBGATE's option, repair, replacement, or refund of the purchase price of the Software, in any case subject to the condition that any error or defect constituting a breach of this limited warranty is reported to the Approved Source supplying the Software to YOU, within the warranty period. iWEBGATE or the Approved Source supplying the Software to YOU may, at its option, require return of the Documentation as a condition to the remedy. In no event does iWEBGATE warrant that the Software is error free or that YOU will be able to operate the Software without problems or interruptions. In addition, due to the continual development of new techniques for intruding upon and attacking networks, databases, and other proprietary systems, iWEBGATE does not warrant that the Software or any equipment, system or network on which the Software is used will be free of vulnerability to intrusion or attack.
Restrictions. This warranty does not apply if the Software, Product or any other equipment upon which the Software is authorized to be used (a) has been altered, except by iWEBGATE or its authorized representative, (b) has not been installed, operated, repaired, or maintained in accordance with instructions supplied by iWEBGATE, (c) has been subjected to abnormal physical or electrical stress, abnormal environmental conditions, misuse, negligence, or accident; or (d) is licensed for beta, evaluation, testing or demonstration purposes. The Software warranty also does not apply to (a) any temporary Software modules; (b) any Software for which an Approved Source does not receive a license fee; and (c) Software supplied by any third party which is not an Approved Source.
DISCLAIMER OF WARRANTY
EXCEPT AS SPECIFIED IN THIS LIMITED WARRANTY SECTION, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SATISFACTORY QUALITY, NON-INTERFERENCE, ACCURACY OF INFORMATIONAL CONTENT, OR ARISING FROM A COURSE OF DEALING, LAW, USAGE, OR TRADE PRACTICE, ARE HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW AND ARE EXPRESSLY DISCLAIMED BY IWEBGATE, ITS DISTRIBUTORS AND LICENSORS. TO THE EXTENT THAT ANY OF THE SAME CANNOT BE EXCLUDED, SUCH IMPLIED CONDITION, REPRESENTATION AND/OR WARRANTY IS LIMITED IN DURATION TO THE EXPRESS WARRANTY PERIOD REFERRED TO IN THE "LIMITED WARRANTY" SECTION ABOVE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, THE ABOVE LIMITATION MAY NOT APPLY IN SUCH JURISDICTIONS. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION. This disclaimer and exclusion shall apply even if the express warranty set forth above fails of its essential purpose.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IWEBGATE DOES NOT WARRANT THAT THE SOFTWARE WILL BE WITHOUT INTERRUPTION OR WILL BE ERROR-FREE OR THAT ANY OR ALL ERRORS WILL BE CORRECTED.
Disclaimer of Liabilities - Limitation of Liability. IF YOU ACQUIRED THE SOFTWARE IN THE UNITED STATES, LATIN AMERICA, CANADA, JAPAN OR THE CARIBBEAN, NOTWITHSTANDING ANYTHING ELSE IN THE AGREEMENT TO THE CONTRARY, ALL LIABILITY OF iWEBGATE, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS (COLLECTIVELY, “IWEBGATE REPRESENTATIVES”), TO YOU, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF WARRANTY OR OTHERWISE, SHALL NOT EXCEED THE PRICE PAID BY YOU TO ANY APPROVED SOURCE FOR THE SOFTWARE THAT GAVE RISE TO THE CLAIM OR IF THE SOFTWARE IS PART OF ANOTHER PRODUCT, THE PRICE PAID FOR SUCH OTHER PRODUCT. THIS LIMITATION OF LIABILITY FOR SOFTWARE IS CUMULATIVE AND NOT PER INCIDENT (I.E. THE EXISTENCE OF TWO OR MORE CLAIMS WILL NOT ENLARGE THIS LIMIT). WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL IWEBGATE OR ANY IWEBGATE REPRESENTATIVES BE LIABLE FOR ANY CLAIM OR LOSS OF YOURS RELATED TO ANY ACTUAL OR THREATENED VIOLATION OF ANY REGULATORY LAW, RULE OR ORDER APPLICABLE TO YOU, INCLUDING ANY FINES IMPOSED OR ENFORECMENT ACTIONS TACKEN BY ANY SUPERVISORY AUTHORITY HAVING JURISDICTION OVER YOU, INCLUDING WITHOUT LIMITATION FINES, DAMAGES OR ENFORCEMENT ACTIONS IMPOSED UNDER ANY SECURITIES, BANKING, HEALTH OR OTHER REGULATORY LAWS.
IF YOU ACQUIRED THE SOFTWARE IN EUROPE, THE MIDDLE EAST, AFRICA, ASIA OR OCEANIA, NOTWITHSTANDING ANYTHING ELSE IN THE AGREEMENT TO THE CONTRARY, ALL LIABILITY OF IWEBGATE OR ANY IWEBGATE REPRESENTATIVES, TO YOU, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF WARRANTY OR OTHERWISE, SHALL NOT EXCEED THE PRICE PAID BY YOU TO IWEBGATE FOR THE SOFTWARE THAT GAVE RISE TO THE CLAIM OR IF THE SOFTWARE IS PART OF ANOTHER PRODUCT, THE PRICE PAID FOR SUCH OTHER PRODUCT. THIS LIMITATION OF LIABILITY FOR SOFTWARE IS CUMULATIVE AND NOT PER INCIDENT (I.E. THE EXISTENCE OF TWO OR MORE CLAIMS WILL NOT ENLARGE THIS LIMIT). NOTHING IN THE AGREEMENT SHALL LIMIT (I) THE LIABILITY OF IWEBGATE OR ANY IWEBGATE REPRESENTATIVES TO YOU FOR PERSONAL INJURY OR DEATH CAUSED BY THEIR NEGLIGENCE, (II) IWEBGATE'S LIABILITY FOR FRAUDULENT MISREPRESENTATION, OR (III) ANY LIABILITY OF IWEBGATE WHICH CANNOT BE EXCLUDED UNDER APPLICABLE LAW. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL IWEBGATE OR ANY OF ITS DISTRIBUTORS OR LICENSORS BE LIABLE FOR ANY CLAIM OR LOSS OF YOURS RELATED TO ANY ACTUAL OR THREATENED VIOLATION OF ANY REGULATORY LAW, RULE OR ORDER APPLICABLE TO YOU, INCLUDING ANY FINES IMPOSED OR ENFORECMENT ACTIONS TACKEN BY ANY SUPERVISORY AUTHORITY HAVING JURISDICTION OVER YOU, INCLUDING WITHOUT LIMITATION FINES, DAMAGES OR ENFORCEMENT ACTIONS IMPOSED UNDER ANY SECURITIES, BANKING, HEALTH OR OTHER REGULATORY LAWS.
Disclaimer of Liabilities - Waiver of Consequential Damages and Other Losses. IF YOU ACQUIRED THE SOFTWARE IN THE UNITED STATES, LATIN AMERICA, THE CARIBBEAN OR CANADA, REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, IN NO EVENT WILL IWEBGATE, NOR ANY IWEBGATE REPRESENTATIVES, ASSIGNS, EMPLOYEES, OFFICERS OR SOURCES BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR LOST OR DAMAGED DATA, INCLUDING WITHOUT LIMITATION THEFT, LOSS OR DAMAGE TO ENCRYPTION KEYS, USER CREDENTIALS, SSL CERTIFICATES, OR OTHER DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE SOFTWARE OR OTHERWISE AND EVEN IF IWEBGATE OR ANY IWEBGATE REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL IWEBGATE OR ANY IWEBGATE REPRESENTATIVES BE LIABLE FOR ANY CLAIM OR LOSS OF YOURS RELATED TO ANY ACTUAL OR THREATENED VIOLATION OF ANY REGULATORY LAW, RULE OR ORDER APPLICABLE TO YOU, INCLUDING ANY FINES IMPOSED OR ENFORECMENT ACTIONS TACKEN BY ANY SUPERVISORY AUTHORITY HAVING JURISDICTION OVER YOU, INCLUDING WITHOUT LIMITATION FINES, DAMAGES OR ENFORCEMENT ACTIONS IMPOSED UNDER ANY SECURITIES, BANKING, HEALTH OR OTHER REGULATORY LAWS.
IF YOU ACQUIRED THE SOFTWARE IN JAPAN, EXCEPT FOR LIABILITY ARISING OUT OF OR IN CONNECTION WITH DEATH OR PERSONAL INJURY, FRAUDULENT MISREPRESENTATION, AND REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, IN NO EVENT WILL IWEBGATE OR ANY IWEBGATE REPRESENTATIVES BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR LOST OR DAMAGED DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE SOFTWARE OR OTHERWISE AND EVEN IF IWEBGATE OR ANY IWEBGATE REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL IWEBGATE OR ANY IWEBGATE REPRESENTATIVES BE LIABLE FOR ANY CLAIM OR LOSS OF YOURS RELATED TO ANY ACTUAL OR THREATENED VIOLATION OF ANY REGULATORY LAW, RULE OR ORDER APPLICABLE TO YOU, INCLUDING ANY FINES IMPOSED OR ENFORECMENT ACTIONS TACKEN BY ANY SUPERVISORY AUTHORITY HAVING JURISDICTION OVER YOU, INCLUDING WITHOUT LIMITATION FINES, DAMAGES OR ENFORCEMENT ACTIONS IMPOSED UNDER ANY SECURITIES, BANKING, HEALTH OR OTHER REGULATORY LAWS.
IF YOU ACQUIRED THE SOFTWARE IN EUROPE, THE MIDDLE EAST, AFRICA, ASIA OR OCEANIA, IN NO EVENT WILL IWEBGATE OR ANY IWEBGATE REPRESENTATIVES BE LIABLE FOR ANY LOST REVENUE, LOST PROFIT, OR LOST OR DAMAGED DATA, INCLUDING WITHOUT LIMITATION THEFT, LOSS OR DAMAGE TO ENCRYPTION KEYS, USER CREDENTIALS, SSL CERTIFICATES, OR OTHER DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES, HOWSOEVER ARISING, INCLUDING, WITHOUT LIMITATION, IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF, IN EACH CASE, IWEBGATE OR ANY IWEBGATE REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT FULLY APPLY TO YOU. THE FOREGOING EXCLUSION SHALL NOT APPLY TO ANY LIABILITY ARISING OUT OF OR IN CONNECTION WITH: (I) DEATH OR PERSONAL INJURY, (II) FRAUDULENT MISREPRESENTATION, OR (III) IWEBGATE'S LIABILITY IN CONNECTION WITH ANY TERMS THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL IWEBGATE OR ANY IWEBGATE REPRESENTATIVES BE LIABLE FOR ANY CLAIM OR LOSS OF YOURS RELATED TO ANY ACTUAL OR THREATENED VIOLATION OF ANY REGULATORY LAW, RULE OR ORDER APPLICABLE TO YOU, INCLUDING ANY FINES IMPOSED OR ENFORECMENT ACTIONS TACKEN BY ANY SUPERVISORY AUTHORITY HAVING JURISDICTION OVER YOU, INCLUDING WITHOUT LIMITATION FINES, DAMAGES OR ENFORCEMENT ACTIONS IMPOSED UNDER ANY SECURITIES, BANKING, HEALTH OR OTHER REGULATORY LAWS.
YOU acknowledge and agree that IWEBGATE has set its prices and entered into the Agreement in reliance upon the disclaimers of warranty and the limitations of liability set forth herein, that the same reflect an allocation of risk between the parties (including the risk that a contract remedy may fail of its essential purpose and cause consequential loss), and that the same form an essential basis of the bargain between the parties.
Controlling Law, Jurisdiction. The Agreement and warranties ("Warranties") are controlled by and construed under the laws of Western Australia, Australia, notwithstanding any conflicts of law provisions; and the courts of Western Australia shall have exclusive jurisdiction over any claim arising under the Agreement or Warranties. Notwithstanding the foregoing, either party may seek interim injunctive relief in any court of appropriate jurisdiction with respect to any alleged breach of such party's intellectual property or proprietary rights. If any portion hereof is found to be void or unenforceable, the remaining provisions of the Agreement and Warranties shall remain in full force and effect. Except as expressly provided herein, the Agreement constitutes the entire agreement between the parties with respect to the license of the Software and Documentation and supersedes any conflicting or additional terms contained in any purchase order or elsewhere, all of which terms are excluded. The Agreement has been written in the English language, and the parties agree that the English version will govern.
The iWEBGATE Logo is trademarked by iWEBGATE LIMITED and/or its affiliates in Australia, the U.S. and other countries. Third party trademarks mentioned are the property of their respective owners. The use of the word partner or distributor does not imply a partnership relationship between IWEBGATE and any other company.
Personal information is information or opinion from which an individual's identity may be ascertained. The nature of personal information collected by iWebGate and its Agents generally comprises an individual's name, contact details (including address, phone, fax and e-mail).
iWebGate and its Agents may also collect other types of personal information from time to time (e.g. credit card, bank account information) and will inform you upon collecting such information the purpose for which it is being collected.
Such personal information may be used or disclosed by iWebGate and its Agents in order to:
iWebGate and its Agents do not collect personal information unless it is necessary for iWebGate and its Agents to perform one or more of its functions and activities. On occasion, some of this personal information may be sensitive and iWebGate and its Agents will only collect it with your consent or when required to by law.
iWebGate and its Agents destroy personal information when it is no longer required for such functions and activities.
iWebGate and its Agents will generally collect personal information from you directly. For example, iWebGate and its Agents may collect personal information via telephone or letter, or when you purchase a product or service, attend a function or event, enter a competition, provide a resume or enter an agreement.
There may be other occasions when iWebGate and its Agents needs to source personal information from an external third party. For example, iWebGate and its Agents may collect personal information from credit agencies when establishing a credit account.
Personal information provided to iWebGate and its Agents may be shared with related companies within iWebGate and its Agents, where it will be kept strictly confidential and will only be disclosed on a need to know basis.
iWebGate and its Agents will use and disclose your personal information for the purpose for which the personal information was initially collected.
iWebGate and its Agents may also use that personal information for a purpose related to the initial purpose of collection if that other purpose would be within your reasonable expectations. Related purposes might include internal auditing and administration, adding your name to a contact list, guest list or invitation list or helping iWebGate and its Agents to identify products and services which may be of benefit or interest to you.
iWebGate and its Agents will not use or disclose your personal information for any other purposes without first obtaining your express or implied consent. iWebGate and its Agents may however be required to disclose your personal information without your consent if the disclosure is:
As like most business organizations, iWebGate and its Agents relies on third party suppliers who are contracted to conduct specialized activities such as technical support services, report customization and software customization services. While personal information may be provided to these suppliers, in order to enable them to perform the agreed tasks, iWebGate and its Agents will make every effort to ensure that the supplier handles the personal information in accordance with iWebGate’s and its Agents’ privacy and confidentiality principles. iWebGate and its Agents will require all such suppliers to provide privacy undertakings and enter confidentiality agreements.
From time to time iWebGate and its Agents may use your personal information to identify production and services which may be of interest to you to send you information regarding iWebGate's products and services, and those available through iWebGate's Agents.
If you do not wish to receive direct marketing information, please notify iWebGate or its Agents. iWebGate and its Agents will take immediate steps to ensure that you do not receive any direct marketing information in future.
iWebGate and its Agents objective is to ensure that all personal information collected by iWebGate and its Agents is accurate, complete and up-to-date. To assist iWebGate and its Agents in achieving this objective, please contact iWebGate or your iWebGate Agent with any of your detail changes. Further, if you believe that the information iWebGate and its Agents hold is not accurate, complete or up-to-date, please contact iWebGate or your iWebGate Agent in order to have the information corrected
iWebGate and its Agents is committed to keeping your personal information secure, and will take all reasonable precautions to protect your personal information from unauthorized access, loss, misuse or alteration. Your personal information may be stored in hard copy documents or electronically.
iWebGate and its Agents maintains physical security over its paper and electronic data stores, such as locks and security systems. iWebGate and its Agents also maintains computer and network security using passwords to control and restrict access to authorized staff for approved purposes. Where information is particularly sensitive, the information is overwritten and then manually deleted.
You may request access to the personal information iWebGate and its Agents holds about you. The procedure for gaining access is as follows:
In some circumstances, iWebGate or your iWebGate Agent may not be in a position to provide access. Such circumstances include where:
If iWebGate or your iWebGate Agent denies access to your personal information, it will provide you with reasons in writing.
If you believe that your privacy has been infringed you are entitled to complain. All complaints should initially be in writing and directed to:
iWebGate Pty Ltd
Level 29, 221 St Georges Terrace
Perth, Western Australia 6000
iWebGate will respond to your complaint as soon as possible, within fourteen (14) working days, to let you know who is responsible for managing your query. An attempt wiill be made to try and resolve all complaints within thirty (30) working days. When this is not possible iWebGate will contact you to provide an estimate of how long it will take to handle the complaint.