PLEASE READ THE FOLLOWING STATEMENT CAREFULLY. THESE TERMS AND CONDITIONS for BITDEFENDER THREAT INTELLIGENCE SOLUTIONS (the “TERMS”) are entered between Bitdefender (“Bitdefender’) and Client (“Client”), hereinafter referred together as “Parties” and individually as “Party”.
These Terms and Conditions for Bitdefender Threat Intelligence Solutions together with the purchase order(s), exhibits and any applicable policies and guidelines as made available by Bitdefender form the entire understanding of the Parties, (“Agreement”) for use of the Bitdefender Threat Intelligence Solutions and the associated Threat Intelligence Data, as well as Sandbox Malware Analysis and any other associated services provided by Bitdefender, hereinafter.
THE PERSON ACCEPTING THESE TERMS AGREE THAT IT HAS THE CAPACITY AND AUTHORITY TO BIND CLIENT, AND THAT CLIENT HAS UNDERSTOOD, AND AGREED TO BE BOUND BY THE TERMS INCLUDED HEREINAFTER.
IF CLIENT DOES NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT USE BITDEFENDER THREAT INTELLIGENCE. BY CONTINUING, BY USING OR BY INITIATING ANY DISCUSSION WITH BITDEFENDER IN ANY WAY, THE CLIENT (EITHER AS AN INDIVIDUAL OR AS AN ENTITY) IS INDICATING COMPLETE UNDERSTANDING AND ACCEPTANCE OF THESE TERMS AND CONDITIONS. IF CLIENT DOES NOT AGREE TO ALL OF THESE TERMS, PLEASE SEND AN EMAIL OF REFUSAL TO: LEGAL@BITDEFENDER.COM.
1. DEFINITIONS
1.1. “Affiliate” means any entity in which Client, as applicable, owns or controls, directly or indirectly, and any parent Client that owns or controls, and any of the companies the parent Client controls. For purposes of this definition, “control” means the direct or indirect beneficial ownership of over fifty percent (50%) of the voting interests (representing the right to vote for the election of directors or other managing authority) in an entity.
1.2. “Beta Solution/ Early Access Solution/ Evaluation/Trial Solution” means any trial or evaluation, or free solution and any solution marked or otherwise designated as a beta test version, irrespective of whether any payment has been made.
1.3. “Bitdefender IntelliZone Portal” is a cloud-based user interface solution, used to explore Threat Intelligence Data, SandBox Malware Analysis and Sandbox Malware Detection. Bitdefender IntelliZone Portal may include associated media, printed materials, and any Documentation or any software updates and technical support.
1.4. “Bitdefender Threat Intelligence Solutions” means Operational Threat Intelligence Feeds, Reputation Threat Intelligence Feeds, Threat Intelligence API’s, IntelliZone Portal, Sandbox Malware Analysis, and Sandbox Malware Detection further detailed and agreed in the Commercial Documentation such as agreements or purchase order as may be the case.
1.5. “Commercial Documentation” means the Agreement where the case or the Purchase Order signed by Client with Bitdefender or other orders signed with its authorized channel resellers or distributors as may be the case.
1.6. “Client” refers to the Client that has accepted or executed these Terms and ordered Bitdefender Threat Intelligence Solutions and/or related services from Bitdefender or its authorized channel resellers or distributors if the case. An employee or other agent, including a channel reseller or contractor, of this Client, which accepts these Terms and/or uses Bitdefender Threat Intelligence Solutions must be a representative of the entity and must accept these Terms on behalf of the Client before the Bitdefender Threat Intelligence Solutions may be used. Please print these Terms and save a copy electronically.
1.7. “Documentation” means explanatory materials in printed, electronic, or online form that accompanies the Bitdefender Threat Intelligence Solutions.
1.8. “End User” means Your employees, independent consultants or any other individual of Client’s organization who uses or has access to or benefits from the Bitdefender Threat Intelligence Solutions provided to Client. For the purpose of Providing Service Use, the End Users shall mean the clients of the Client using the Client Service as stated in the Purchase Order for their internal use only.
1.9. “Internal Use” means the rights granted under section 2.1.
1.10. “Providing Services Use” means the rights granted under section 2.2.
1.11. “Purchase Order” means the order signed by the Client and Bitdefender which is governed by these Terms and together are forming the Agreement between Client and Bitdefender.
1.12. “Operational Threat Intelligence Feeds” means Bitdefender TI APTs feed; Bitdefender TI Ransomware feed; Bitdefender TI Phishing and Fraud feed; Bitdefender TI C2 Servers feed; Bitdefender TI Mobile feed; Bitdefender TI Malicious IPs feed; Bitdefender TI Malicious Domains feed; Bitdefender TI Malicious URL feed; Bitdefender TI Malicious Files hashes feed.
1.13. “Reputation Threat Intelligence Feeds” means Bitdefender TI IP-Reputation feed; Bitdefender TI Web Reputation feed; Bitdefender TI File Reputation feed; Bitdefender TI Vulnerabilities-extended feed.
1.14. “Sandbox Malware Analysis” is a cloud-based service which analyzes potentially harmful software in a Bitdefender controlled virtual environment, while observing the behavior of the malware and determining its intent. As a result, the service returns an analysis report for the submitted files or URLs.
1.15. “Sandbox Malware Detection” is a cloud-based service analyzing potentially harmful software in a Bitdefender cloud which will utilize various algorithms in order to recognize the files or URLs which are known to be malicious or clean and could have the potential to be malicious. If the file or URL could be classified by such algorithms alone as malicious or clean, a quick verdict will be returned without the file or URL being detonated. If a verdict will not be returned during this phase, the file or URL will be executed in a controlled virtual environment, while observing the behavior of the malware and determining its intent. As a result, Sandbox Malware Detection returns a verdict for the analyzed files and an analysis report for the malicious files.
1.16. “Threat Intelligence API” means the functionality available from Bitdefender Cloud Service which Client can query using Bitdefender Cloud Communication Protocol for a specific threat indicator, and receive from the service a corresponding TI feed if such TI is available in the Bitdefender databases.
1.17. “Threat Intelligence Data” means the curated information on cyber threats in a machine-readable form including but not limited to information about malicious indicators such as URLs, Domains, IPs, files, Vulnerabilities, DarkWeb information, Control & Command servers, and Advanced Persistent Threats.
1.18. “Update” means an update to the data or software made available to Client, at Bitdefender’s sole discretion, from time to time, but excluding any updates marketed or provided for a separate fee.
1.19. “Upgrade” means any enhancement or improvement to the functionality of the Bitdefender Thread Intelligence Solutions made available to Client at Bitdefender’s sole discretion, from time to time, but excluding any new versions or software and/or upgrades marketed or provided for a separate fee.
1.20. “Validity Period” refers to a limited period of time during which the Client will have the right to access and use Bitdefender Threat Intelligence Solutions as stated in the Purchase Order and which shall start the effective date of the purchase order, notwithstanding of its usage or not.
2. RIGHTS GRANTED AND RESTRICTIONS
2.1. For Internal Use Rights. If stated in the Commercial Documentation and upon Bitdefender’s acceptance of order and in consideration of the payment fees made by Client and the successful receipt of the corresponding payment by Bitdefender or its authorized channel resellers or distributors, Bitdefender grants to Client a limited, non-exclusive, non-transferable, non-sublicensable access and use right of Bitdefender Threat Intelligence Solutions, solely on Client behalf and Client’s benefit without the right to market, distribute, resell or exhibit outside Client organization. For clarification purposes, internal use does not include access or use: (i) for the benefit of any person or entity other than Client or (ii) in any event, for the development of any king of product or service. The access and usage right is limited to the quantities specified in the Commercial Documentation in accordance with any applicable Documentation during the applicable Validity Period.
2.2. For Providing Services Use. If stated in the Purchased Order signed with Bitdefender, and upon Bitdefender’s acceptance of order and in consideration of the payment fees made by Client and the successful receipt of the corresponding payment by Bitdefender, Bitdefender grants Client the limited, non-exclusive, non-transferable non-sublicensable right to access and use Bitdefender Threat Intelligence Solutions solely for providing security managed services as specified in Purchase Order as Client Service to the End Users of the Clients which are allowed to use it for their Internal Use based on an agreement with Client. The Service Providing Use is limited to the applicable Validity Period and only in accordance with any applicable Documentation.
For clarification purposes, Providing Services Use does not include access or use: (i) for the benefit of any person or entity other than End Users of the Client or (ii) in any event, for the development of any king of product or service other than Client Service stated in the Purchase Order. The access and usage are limited to the quantities specified in the Commercial Documentation in accordance with any applicable Documentation during the applicable Validity Period.
2.3 Limitations of rights granted.
2.3.1 Fair Usage conditions.
For this purpose, Client may allow End Users to use Bitdefender Threat Intelligence Solutions and Client is responsible for their compliance with these Terms in such use where applicable as per the rights granted to the Client within the Purchase Order signed with Bitdefender.
Client shall use Bitdefender Threat Intelligence Solutions according to the agreed use cases and agrees not exceed the usage limits as specified in the Documentation and herein.
Client is not allowed to:
(a) overload Bitdefender Threat Intelligence Solutions beyond the normal usage;
(b) perform any kind of stress testing on Bitdefender Threat Intelligence Solutions;
(c) conduct any kind of penetration testing on Bitdefender Threat Intelligence Solutions such as port scanning, vulnerability scanning, traffic replay or others;
(d) use Bitdefender Threat Intelligence Solutions data during penetration testing outside Client premises, without prior written approval of Bitdefender;
(e) attempt to access Bitdefender Threat Intelligence Solutions which requires authorization, with missing or modified authorization tokens;
(f) make any changes or alter anyhow the data received from Bitdefender Threat Intelligence Solutions;
Bitdefender Threat Intelligence Solutions products and services are protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. Bitdefender Threat Intelligence Solutions are not licensed, nor sold. These Terms only give Client specific rights to use the Bitdefender Threat Intelligence Solutions for Internal Use unless specific agreed in writing within a Purchase Order signed with Bitdefender.
2.3.2 Usage Restrictions
(a) Under the Agreement, Client may not transfer or sublicense Bitdefender Threat Intelligence Solutions to another person or legal entity; Client shall not rent, lease, loan, auction, or resell Bitdefender Threat Intelligence Solutions nor modify, translate, or create derivative works, reverse engineer, de-compile, or disassemble Bitdefender Threat Intelligence Solutions, in whole or in part, or otherwise attempt to reconstruct or discover the source or object code or underlying ideas, algorithms, file formats, programming or interoperability interfaces (or if the law permits any such action, Client agree to provide at least ninety (90) days written notice in advance);
(b) Client may not permit third parties to benefit from the use or functionality of Bitdefender Threat Intelligence Solutions via a timesharing, service bureau or other arrangement or as part of any other hosted or platform service that permits either access to or use of Bitdefender Threat Intelligence Solutions, whether on a specific fee basis or otherwise.
(c)These Terms only give Client specific rights to use Bitdefender Threat Intelligence Solutions for Internal Use unless specific agreed in written within a Purchase Order signed with Bitdefender.
(d)Client may not remove any proprietary notices or labels on Bitdefender Threat Intelligence Solutions and Client may not disclose results of any program benchmark tests without Bitdefender’s prior written consent.
(e)Additionally, Client may not, (a) modify, block, circumvent or otherwise interfere with any authentication, license key or security measures in the Bitdefender Threat Intelligence Solutions, (b) distribute, license, sublicense, lease, sell, rent, loan, mortgage, encumber, auction, or otherwise transfer or provide a copy of any Bitdefender Threat Intelligence Solutions (or components thereof including any license or access key or authorization to any third party; (c) publish, provide, or otherwise make available to any third party, any competitive, performance, or benchmark tests or analysis relating to the Bitdefender Threat Intelligence Solutions without the written permission of Bitdefender which may be withheld or conditioned at the sole discretion of Bitdefender; (d) deploy or use Bitdefender Threat Intelligence Solutions in any manner other than as expressly permitted in its Documentation; or (e) attempt to do any of the foregoing.
(f)Client is responsible for obtaining all necessary rights and permissions from End Users to use their data with Bitdefender Threat Intelligence Solutions.
Bitdefender Threat Intelligence Solutions products and services are designed and intended to be used in defensive security products and solutions. Any and all usage, including direct, indirect or associative usage of the intelligence provided for offensive security purposes (such as, but not limited to: penetration testing, red teaming, application security & reverse engineering) is not allowed, except for particular situations, previously and explicitly allowed in writing by Bitdefender.
Moreover, all use of Bitdefender Threat Intelligence Solutions, is not allowed to lead to (i) any disclosure of any entity name affected or compromised by cyberthreats;, or (ii) unlawfully identifying and attacking the potential attackers which is strictly forbidden. Notwithstanding anything to the contrary herein, such disclaimer is allowed strictly and solely if said usage is explicitly stated as a valid and intended use-case within the contract scope or allowed by a legal authority.
2.3.4 ENTITLEMENTS AND LIMITS OF THE USAGE RIGHTS
Unless otherwise agreed in the Commercial Documentation the following entitlements and limits shall apply:
Bitdefender IntelliZone Portal | |||||||
Company size (number of End Users) | up to 1000 | up to 2000 | up to 5000 | up to 10000 | up to 25000 | up to 50000 | up to 100000 |
Bitdefender IntelliZone Portal accounts included | 3 | 3 | 5 | 8 | 10 | 15 | 20 |
Bitdefender TI Threats API calls included per year | 100000 | ||||||
Sandbox Malware Analysis submissions per year | 1000 | ||||||
Bitdefender Threat Intelligence Feeds | |
Reputation Threat Intelligence Feeds | |
Peak rate limit (requests per minute) | 5 requests / minute |
Operational Threat Intelligence Feeds | |
Peak rate limit (requests per minute) | 30 requests / minute |
Bitdefender Threat Intelligence Threats API | |
Peak rate limit (requests per second) | 25 requests / second |
Sandbox Malware Analysis | ||||||
Submissions per month | 250 | 500 | 1000 | 2500 | 5000 | 10000 |
Submissions per day | 20 | 30 | 50 | 100 | 250 | 450 |
Maximum file size (in MB) | 50 | 100 | 100 | 100 | 100 | 100 |
Bitdefender IntelliZone Portal | 3 | 3 | 5 | 8 | 10 | 15 |
3. UPDATES
3.1. Client must comply with the payment obligations for Bitdefender Threat Intelligence Solutions or have an active subscription, as applicable, to receive Updates or Upgrades.
4. TERM OF USAGE
4.1. Client will receive Bitdefender Threat Intelligence Solutions based on the subscription acquired and Client will have certain rights to access and use Bitdefender Threat Intelligence Solutions during the Validity Period as stated in the Purchase Order, Client which shall last for the period of time set forth in the Commercial Documentation or the applicable order to Bitdefender or its distributor or channel reseller from which Client acquired Bitdefender Threat Intelligence Solutions. Bitdefender Threat Intelligence Solutions may be automatically deactivated at the end of the Validity Period and Client will not be entitled to receive any feature or content updates to the Bitdefender Threat Intelligence Solutions.
Also, if Client does not continue to abide by the terms of this Agreement, Client acknowledges that doesn’t have any right to use Bitdefender Threat Intelligence Solutions and agrees with the termination of the Agreement and will uninstall and not use Bitdefender Threat Intelligence Solutions forthwith.
Bitdefender reserves the right to stop supporting its products or a version of its products or discontinue its Products or Product features, subject to the End-of-support policy published on its websites.
5. EVALUATION AND BETA SOLUTION/ EARLY ACCESS SOLUTION/ EVALUATION SOLUTION
5.1. If Bitdefender Threat Intelligence Solutions is provided to Client for evaluation purposes as stated in the purchase order and Client has an evaluation agreement with Bitdefender or its authorized channel resellers or distributors for Bitdefender Threat Intelligence Solutions, Client rights to evaluate Bitdefender Threat Intelligence Solutions will be pursuant to the terms of such evaluation as mentioned on a website or in Purchase order or other Commercial Documentation. If Client does not have an evaluation agreement with Bitdefender or its authorized channel resellers or distributors for Bitdefender Threat Intelligence Solutions and if Client is provided with Bitdefender Threat Intelligence Solutions for evaluation purposes, section 2. - RIGHTS GRANTED AND RESTRICTIONS, is hereby replaced with the following terms and conditions.
5.2. Bitdefender grants Client a non-exclusive, temporary, royalty-free, non-assignable, non-sublicensable right to access and use Bitdefender Threat Intelligence Solutions, solely for Internal Use and non-production evaluation. Such evaluation right shall terminate on the earlier of (i) on the end date of the pre-determined evaluation period, if an evaluation period is pre-determined in the Bitdefender Threat Intelligence Solutions or (ii) thirty (30) days from the date of initial installation of Bitdefender Threat Intelligence Solutions, if no such evaluation period is pre-determined (“Evaluation Period”). Bitdefender Threat Intelligence Solutions may not be transferred and is provided “AS IS” without warranty of any kind. Client is solely responsible for take appropriate measures to back up its system and take other measures to prevent any loss of files or data. Bitdefender Threat Intelligence Solutions may contain an automatic disabling mechanism that prevents its use after a certain period. Upon the expiration of the Evaluation Period, Client will cease use of Bitdefender Threat Intelligence Solutions and destroy all copies of Bitdefender Threat Intelligence Solutions. All other terms and conditions of these Terms shall otherwise apply for evaluation purposes of Bitdefender Threat Intelligence Solutions.
If Client is a beta user, Client may use Bitdefender Threat Intelligence Solutions for testing purposes in a non-production environment for a maximum of thirty (30) days from the date Client first download Bitdefender Threat Intelligence Solutions (the "Beta Period").
5.3. During any Evaluation or Beta Period, Client can receive web or email based technical support in the country where Client is located and Updates, if applicable, without any guarantee or warranty of any kind.
5.4. THE PROVISIONS OF THE SECTION APPLY INSTEAD OF SECTION WARRANTIES WITH RESPECT TO ANY EVALUATION AND BETA SOLUTIONS.
TO THE FULLEST EXTENT PERMITTED BY THE APPLICABLE LAW, BITDEFENDER THREAT INTELLIGENCE SOLUTIONS USED FOR TRIAL PURPOSES OR BETA SOLUTIONS IS PROVIDED TO CLIENT "AS IS" WITHOUT WARRANTIES OF ANY KIND.
5.4.1 BETA SOLUTION/ EARLY ACCESS SOLUTION/ EVALUATION SOLUTION DISCLAIMER:
A) THE BETA SOLUTION GRANTED HEREUNDER IS BELIEVED TO CONTAIN DEFECTS AND A PRIMARY PURPOSE OF THIS BETA SOLUTION IS TO OBTAIN FEEDBACK ON SOFTWARE PERFORMANCE AND THE IDENTIFICATION OF DEFECTS. CLIENT IS ADVISED TO SAFEGUARD IMPORTANT DATA, TO USE CAUTION AND TO NOT RELY IN ANY WAY ON THE CORRECT FUNCTIONING OR PERFORMANCE OF THE SOFTWARE AND/OR ACCLIENTING MATERIALS.
B) WHERE LEGAL LIABILITY CANNOT BE EXCLUDED BY THIS DISCLAIMER, BUT MAY BE LIMITED, BITDEFENDER’S LIABILITY AND THAT OF ITS SUPPLIERS/LICENSORS/ CHANNEL RESELLERS UNDER THESE TERMSRELATED TO THREAT INTELLIGENCE SOLUTIONS AND ANY APPLIANCE ON WHICH THE THREAT INTELLIGENCE SOLUTIONS IS DEPLOYED, SHALL BE LIMITED IN THE AGGREGATE TO THE SUM OF ONE HUNDRED DOLLARS (USD $100.00) OR THE EQUIVALENT IN THE LOCAL CURRENCY.
5.5. The right to use Bitdefender Threat Intelligence Solutions ends when the Evaluation or Beta Period ends or if Client violates any term of these Terms. Upon termination of the Evaluation or Beta Period, Client must delete or destroy all copies of Bitdefender Threat Intelligence Solutions and stop using the Service. The obligations and rights under these Terms will continue to apply after the end of the Evaluation or Beta Period.
6. OWNERSHIP
6.1. All rights not expressly set forth hereunder are property of and reserved to Bitdefender.
6.2. Bitdefender Threat Intelligence Solutions may operate or interface with other software or other technology that is licensed to Bitdefender from third parties, which is not proprietary of Bitdefender, but which Bitdefender has the necessary rights to grant to Client.
Client agrees that: Client will use any such third party software in accordance with this Agreement; no third party licensor makes any warranties, conditions, undertakings or representations of any kind, either express or implied to Client concerning such third party software or the products themselves; no third party licensor will have any obligation or liability to Client as a result of this Agreement or use of such third party software; such third party software may be licensed under license terms which grant Client additional rights or contain additional restrictions in relation to such materials, beyond those set forth in this Agreement, and such additional license rights and restrictions are described or linked to in the applicable Documentation, or within the product itself.
6.3. For the avoidance of any doubt, such additional rights and/or restrictions apply to the third-party software on a standalone basis; nothing in such third-party licenses shall affect the use of Bitdefender Threat Intelligence Solutions, in accordance with the terms and conditions of this Agreement.
6.4. If the case, Open-Source License Terms are published within the documentation of Bitdefender Threat Intelligence Solutions published by Bitdefender.
6.4.1. In respect of the open-source software, their following stipulations shall apply to the extent expressly required by their licenses, the terms of relevant licenses (including in particular the scope of the license as well as the disclaimers of warranties and liabilities) shall apply to any respective third-party software in lieu of these Terms. Such third-party license terms relating to respective software are located in the place indicated in the software.
6.4.2. OPEN-SOURCE SOFTWARE IS PROVIDED BY BITDEFENDER “AS IS, WITH ALL FAULTS, AS AVAILABLE” WITHOUT (AND BITDEFENDER SPECIFICALLY DISCLAIMS) ANY GUARANTEE, CONDITION, OR WARRANTY (EXPRESSED, IMPLIED, OR OTHERWISE) OF ANY KIND OR NATURE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, TITLE, AND/OR NON-INFRINGEMENT. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, AS IT RELATES TO ANY AND ALL CLAIMS ARISING OUT OF OR IN CONNECTION WITH OPEN SOURCE SOFTWARE, BITDEFENDER SHALL HAVE NO LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES, HOWSOEVER CAUSED AND/OR OTHERWISE BASED ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF OPEN SOURCE SOFTWARE, EVEN IF BITDEFENDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
7. FEEDBACK
7.1. Client may, from time to time, voluntarily elect to provide ideas, suggestions, comments regarding Bitdefender Solutions including without limitation ideas for new products, technologies, case studies, testimonials, promotions, product names, product feedback usability, bug reports and test results, and product improvements ("Feedback") to Bitdefender with respect to Bitdefender Threat Intelligence Solutions testing (collectively, "Feedback").
7.2. If Client provides such Feedback to Bitdefender, Client shall grant Bitdefender the following worldwide, exclusive, perpetual, irrevocable, royalty free, fully paid up rights: (i) to make, use, copy, modify, sell, distribute, sub-license, and create derivative works of the Feedback as part of any Bitdefender Threat Intelligence Solutions, technology, service, specification or other documentation; (ii) to publicly perform or display, import, broadcast, transmit, distribute, license, offer to sell, and sell, rent, lease or lend copies of the Feedback (and derivative works thereof) as part of any Bitdefender Threat Intelligence Solutions; (iii) to sublicense to third parties the foregoing rights, including the right to sublicense to further third parties; and (iv) to sublicense to third parties any claims of any patents owned or licensable by Client that is necessarily infringed by a third party product, technology or service that uses, interfaces, interoperates or communicates with the feedback or portion thereof incorporated into a Bitdefender Threat Intelligence Solutions, technology or service. Further, Client warrants that Feedback is not subject to any license terms that would purport to require Bitdefender to comply with any additional obligations with respect to any Bitdefender Threat Intelligence Solutions.
8. TECHNICAL SUPPORT SERVICES
8.1. Technical support for Bitdefender Threat Intelligence Solutions is included in the fees for the Validity Period. Certain technical support features may be offered by Bitdefender through its channel resellers for the subscription term of Bitdefender Threat Intelligence Solutions as stated on Bitdefender’s website and Commercial Documentation. Technical Support shall be governed by the following conditions: Any such Technical Support shall be provided without any guarantee or warranty of any kind.
8.2. Standard Support: The terms and conditions of standard technical support for Bitdefender Threat Intelligence Solutions are stated here: https://www.bitdefender.com/site/view/enterprise-support-policies.html.
Bitdefender reserves the right to refuse, suspend or terminate any of the Technical Support in its sole discretion in case Client is in breach of obligations. The technical support policies are subject to change at Bitdefender’s discretion. However, Bitdefender will not materially reduce the level of services provided for supported programs during the period for which fees for technical support have been paid. Client should review the policies published on websites prior to entering the ordering document for the applicable services. If Client intends to receive any professional services, then Client needs to sign a separate statement of work with Bitdefender. These terms are not applicable for any Trial / Beta/etc. Solutions, for which we do not offer any technical support service.
9. CONFIDENTIALITY
9.1. Client acknowledges that all information included in Bitdefender Threat Intelligence Solutions, commercial terms including pricing (“Information”) are confidential information, trade secret and exclusive property of Bitdefender and shall remain sole property of Bitdefender. Bitdefender and its Affiliates retain ownership of the Bitdefender Threat Intelligence Solutions, all rights, title, and interest, including all modifications, derivative works, developments, improvements, enhancements, feedback received and all intellectual property rights.
9.2. Bitdefender Threat Intelligence Solutions shall only be used by Client as permitted by these Terms (the “Purpose”).
9.3. Due to the competitive nature of the industry in which Bitdefender is engaged, the use of Bitdefender Threat Intelligence Solutions will necessarily result in access to trade secrets and confidential information acquired and developed, and to be acquired and developed, at considerable expense of time and money, which trade and technical secrets and information, are highly confidential and remain the exclusive property of Bitdefender.
9.4. Client shall handle, use, treat and utilize Information as follows: (a) hold Information received from Bitdefender in strict confidence; (b) use only for the Purpose; (c) restrict disclosure of Information to End Users with a need to know (and advise such persons of the obligations assumed herein and be responsible for their compliance with these obligations); (d) except as set forth in herein, do not disclose Information to any third party, without prior written consent of Bitdefender and (e) upon the evaluation of the Information destroy all copies from any computer, word processor or other device.
9.5. These obligations shall survive for three (3) years after receiving the Information. Client undertakes to hold harmless and to indemnify Bitdefender against all losses, liabilities and damages which may suffer and/or any costs, charges, and expenses (including reasonable legal fees and disbursements and the costs of enforcing this indemnity) whichever may incur as a result of or arising out of any breach of the obligations provided herein.
9.6. Client expressly agrees and understand that the remedy at law for any breach of the provisions stipulated herein by Client, will be inadequate and that the damages flowing from any such breach may not be readily susceptible to being measured in monetary terms. Accordingly, Client acknowledges that upon adequate proof of a violation of any of the provisions stipulated herein, Bitdefender shall be entitled to a temporary restraining order and/or preliminary injunction against any threatened or future breach hereof. Any such breach shall toll the running of the timespan from the date of such breach, until such breach shall cease. Client expressly acknowledges that Client has carefully considered the nature and extent of the restrictions and the rights and remedies of Bitdefender. Client expressly acknowledges and agrees that the restrictions are reasonable and are fully required to protect the legitimate interests of Bitdefender, and do not confer a benefit upon Bitdefender disproportionate to the detriment of either Party. This obligation shall not apply to information received which: (i) is or becomes known by the recipient without an obligation to maintain its confidentiality; (ii) is or becomes generally known to the public through no act or omission on the part of the recipient; or (iii) is independently developed by the recipient without the use of confidential or proprietary information.
9.7. In the event that either Party is required to disclose confidential and proprietary information pursuant to law, it shall notify the other Party of the required disclosure.
10. WARRANTIES
10.1. Bitdefender warrants that Bitdefender Threat Intelligence Solutions will be provided in a professional manner consistent with industry standards. Bitdefender warrants to Client that Bitdefender Threat Intelligence Solutions shall substantially conform to its Documentation, for a period of ninety (90) days from the date Client purchase the access right. (“Warranty Period”).
10.2. The warranty shall not apply if (i) Bitdefender Threat Intelligence Solutions has not been used in accordance with the terms and conditions of these Terms and the Documentation; (ii) the issue has been caused by failure to apply Updates, Upgrades or any other action or instruction recommended by Bitdefender, (iii) the issue results from any cause outside of Bitdefender’s reasonable control, (iii) in the event of failure of Bitdefender Threat Intelligence Solutions arising or resulting from improper installation or any modification, alteration, or addition thereto, or any problem or error in the operating system software with which the software is installed and is designed to operate; (iv) if any problem or error in the Bitdefender Threat Intelligence Solutions has resulted from improper use, misapplication or misconfiguration, or the use of Bitdefender Threat Intelligence Solutions with other programs or services that have similar functions or features which are incompatible with Bitdefender Threat Intelligence Solutions; (v) if Bitdefender Threat Intelligence Solutions is used for Evaluation/Beta/Trial etc. purposes or as beta or trial version or for which Bitdefender does not charge a royalty or license fee; or (vi) if Bitdefender does not receive notice of a non-conformity within the applicable warranty period.
10.3. If Bitdefender is notified in writing of a breach of warranty during the Warranty Period, Bitdefender’s entire liability and sole remedy shall be (at Bitdefender’s option): (i) to correct, repair or replace Bitdefender Threat Intelligence Solutions within a reasonable time, or (ii) to authorize a refund of the prorate unused fees following the return of accompanied proof of purchase. Any replacement of Bitdefender Threat Intelligence Solutions shall be warranted for the remainder of the original Warranty Period.
No warranties are provided for any evaluation, beta, or trial version.
10.4. Due to the continual development of new techniques for attacking endpoints, networks, systems, Bitdefender does not represent, warrant or guarantee: (1) that Bitdefender Threat Intelligence Solutions will detect, block, or completely remove, or clean any or all applications, routines, and files that are malicious, fraudulent or unwanted; or (2) that any product or any data, equipment, system or network on which a Bitdefender solution is used (or protects) will be free of vulnerability to intrusion or attack.
Client agree that protection of endpoints, servers, cloud, networks, and data are dependent on factors solely under control and responsibility, including, but not limited to: (a) the design, implementation, deployment, and use of hardware and software security tools in a coordinated effort to manage security threats; (b) the selection, implementation, and enforcement of appropriate internal security policies, procedures and controls regarding access, security, encryption, use, and transmission of data; (c) development of, and ongoing enforcement of, processes and procedures for the backup and recovery of any system, software, database, and any stored data; and (d) diligently and promptly downloading and installing all Updates made available by Bitdefender.
10.5. CLIENT UNDERSTAND AND AGREE THAT BITDEFENDER CANNOT, AND DOES NOT HEREIN, PROVIDE ANY WARRANTY, GUARANTEE, CONDITION, OR ASSURANCE THAT THE DEPLOYMENT/USE OF ANY BITDEFENDER SOLUTION (EITHER BY ITSELF OR IN COMBINATION WITH OTHER BITDEFENDER SOLUTIONS) WILL GUARANTEE COMPLETE PROTECTION FROM AND AGAINST ALL PRESENT AND FUTURE SECURITY THREATS TO NETWORKS, SYSTEMS, DEVICES, OR DATA AND NOTHING HEREIN THIS AGREEMENT SHALL BE DEEMED TO IMPLY SUCH A WARRANTY, GUARANTEE, CONDITION, OR ASSURANCE.
10.6. Bitdefender shall indemnify and keep Client harmless from any claim by a third party that use or access of the Bitdefender Threat Intelligence Solutions, in accordance with the terms and conditions of this Agreement infringes any third-party patent, trademark or copyright.
10.7. The foregoing obligation of Bitdefender does not apply with respect to software, services or portions or components thereof: (i) not supplied by Bitdefender; (ii) used in a manner not expressly authorized by this Agreement or Documentation (iii) made in accordance with specifications; (iv) modified by anyone other than Bitdefender, if the alleged infringement relates to such modification; (v) combined with other products, processes or materials where the alleged infringement would not exist but for such combination; (vi) for any evaluation, beta or trial version or (vii) where Client continue the allegedly infringing activity after being notified thereof and provided with modifications that would have avoided the alleged infringement.
10.8. In the event Bitdefender Threat Intelligence Solutions is held by a court of competent jurisdiction to constitute an infringement of third party rights of patent, trademark or copyright Bitdefender shall, at its sole option, do one of the following: (i) procure the right to continued use; (ii) modify Bitdefender Threat Intelligence Solutions so that their use becomes non-infringing; (iii) replace Bitdefender Threat Intelligence Solutions with substantially similar products in functionality and performance; or (iv) if none of the foregoing alternatives is reasonably available to Bitdefender, Bitdefender shall refund the pro-rata unused portion of the fees paid for Bitdefender Threat Intelligence Solutions.
10.9. The Parties may request indemnification under this provision, provided they: (a) give notice within ten (10) days of any claim being made or proceedings being issued against; (b) give sole control of the defense and settlement to the indemnifying party (provided any settlement relieves the indemnified party of all liability in the matter); (c) provide all available information and reasonable assistance; and (d) have not previously compromised or settled such claim.
10.10. THIS SECTION STATES BITDEFENDER’S ENTIRE LIABILITY AND SOLE AND EXCLUSIVE REMEDY FOR INFRINGEMENT AND MISAPPROPRIATION CLAIMS.
BITDEFENDER DOES NOT WARRANT THAT BITDEFENDER THREAT INTELLIGENCE SOLUTIONS WILL MEET REQUIREMENTS. BITDEFENDER DOES NOT GUARANTEE THAT THE PROGRAMS WILL PERFORM ERROR-FREE OR UNINTERRUPTED OR THAT BITDEFENDER WILL CORRECT ALL PROGRAM ERRORS.
TO THE EXTENT PERMITTED BY LAW, THESE WARRANTIES ARE EXCLUSIVE AND THERE ARE NO OTHER EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS, INCLUDING WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
10.11. BITDEFENDER THREAT INTELLIGENCE SOLUTIONS IS NOT FAULT-TOLERANT AND IS NOT DESIGNED OR INTENDED FOR USE IN ANY HAZARDOUS ENVIRONMENT REQUIRING FAIL-SAFE PERFORMANCE OR OPERATION. BITDEFENDER THREAT INTELLIGENCE SOLUTIONS IS NOT FOR USE IN THE OPERATION OF AIRCRAFT NAVIGATION, NUCLEAR FACILITIES, OR COMMUNICATION SYSTEMS, WEAPON SYSTEMS, DIRECT OR INDIRECT LIFE-SUPPORT SYSTEMS, AIR TRAFFIC CONTROL, OR ANY APPLICATION OR INSTALLATION WHERE FAILURE COULD RESULT IN DEATH, SEVERE PHYSICAL INJURY OR PROPERTY/ENVIRONMENTAL DAMAGES.
EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, BITDEFENDER DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE PRODUCTS, SOFTWARE AND SERVICE, ENHANCEMENTS, MAINTENANCE OR SUPPORT RELATED THERETO, OR ANY OTHER MATERIALS (TANGIBLE OR INTANGIBLE) OR SERVICES SUPPLIED BY IT. BITDEFENDER HEREBY EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES AND CONDITIONS, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOSS OF DATA, FALSE POSITIVES OR FALSE NEGATIVES, DEVICE FAILURE OR MALFUNCTION FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INTERFERENCE, ACCURACY OF DATA, ACCURACY OF INFORMATIONAL CONTENT, SYSTEM INTEGRATION, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS BY FILTERING, DISABLING, OR REMOVING SUCH THIRD PARTY’S SOFTWARE, SPYWARE, ADWARE, COOKIES, EMAILS, DOCUMENTS, ADVERTISEMENTS AND THE LIKE, NOR THAT SOFTWARE WILL DETECT ANY OR ALL SECURITY OR MALICIOUS CODE THREATS OR USE OF BITDEFENDER SOLUTIONS AND UPDATES WILL KEEP NETWORKS, CLOUD OR ENDPOINTS OR ANY SYSTEMS AND DEVICES FREE FROM ALL VIRUSES OR OTHER MALICIOUS OR UNWANTED CONTENT OR SAFE FROM INTRUSIONS OR OTHER SECURITY ATTACKS/BREACHES OR WHETHER ARISING BY STATUTE, LAW, COURSE OF DEALING, CUSTOM AND PRACTICE, OR TRADE USAGE.
10.12. CLIENT SHALL BE SOLELY RESPONSIBLE FOR PROPER BACK-UP OF ALL DATA AND CLIENT SHALL TAKE APPROPRIATE MEASURES TO PROTECT SUCH DATA. BITDEFENDER ASSUME NO LIABILITY OR RESPONSIBILITY WHATSOEVER IF DATA IS LOST OR CORRUPTED.
10.13. Bitdefender is acting on behalf of its partners for the purpose of disclaiming, excluding and/or limiting obligations, warranties and liability as provided in this Agreement. The foregoing provisions shall be enforceable to the maximum extent permitted by applicable law.
11. LIABILITY. LIMITATION OF LIABILITY
11.1. BITDEFENDER SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR DATA USE OR DAMAGES THAT WERE REASONABLY FORESEEABLE BY BOTH PARTIES BUT COULD HAVE BEEN PREVENTED SUCH AS, FOR EXAMPLE, LOSSES CAUSED BY VIRUSES, MALWARE, OR OTHER MALICIOUS PROGRAMS, OR LOSS OF OR DAMAGE TO CLIENT DATA.
11.2. EXCEPT FOR BREACHES OF THE RIGTS GRANTED AND RESTRICTIONS SET FORTH IN SECTION 2 AND OF THESE TERMS AND OF THE AGREEMENT AND CONFIDENTIALITY OBLIGATIONS SET FORTH HEREIN, THE PARTIES AGREE THAT TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY’S AGGREGATE LIABILITY FOR ANY CLAIM IN CONNECTION WITH THIS AGREEMENT WILL EXCEED OF THE TOTAL AMOUNTS PAID BY CLIENT TO BITDEFENDER OR DUE TO BE PAID UNDER THE AGREEMENT IN THE LAST 12 MONTHS IMMEDIATELY PRECEDING THE EVENT OR CIRCUMSTANCE FIRST GIVING RISE TO A CLAIM UNDER THIS AGREEMENT THE PARTIES AGREE THAT THE FOREGOING LIMITATION REPRESENTS A REASONABLE ALLOCATION OF RISK UNDER THE AGREEMENT
11.3. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO CLIENT.
11.4. NOTWITHSTANDING THE FOREGOING, NEITHER PARTY WILL LIMIT OR EXCLUDE ITS LIABILITY FOR (i) DEATH OR PERSONAL INJURY CAUSED BY GROSS NEGLIGENCE DIRECTLY ATTRIBUTABLE TO BITDEFENDER, (ii) FRAUDULENT MISREPRESENTATION, OR (iii) ANY OTHER LIABILITY TO THE EXTENT THAT SUCH LIABILITY CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW.
11.5. Each Party recognizes and agrees that the waivers, warranty limitations, as well as disclaimers and exclusions from and limitations of liability and/or remedies in this Agreement, are a material and essential basis of this Agreement; reflect a reasonable allocation of risk between the Parties; are fair, reasonable, and a fundamental part of this agreement; and each has been taken into account and reflected in determining the consideration to be given by each Party under this Agreement, and in the decision by each Party to enter into this Agreement. The Parties acknowledge and agree that absence of any such waivers, disclaimers, exclusions, and/or limitations of liability/remedies, the provisions of this Agreement, including the economic terms, would be substantially different, or in the alternative, this Agreement would not have been consummated.
11.6. Bitdefender is acting on behalf of its partners for the purpose of disclaiming, excluding and/or limiting obligations, warranties and liability as provided in the Agreement. The foregoing provisions shall be enforceable to the maximum extent permitted by applicable law.
12. ELECTRONIC COMMUNICATIONS
12.1. Where applicable, Bitdefender may send Client legal notices and other communications about the use of Bitdefender Threat Intelligence Solutions, or our use of the information Client is providing to Bitdefender within Bitdefender Threat Intelligence Solution ("Communications"). Bitdefender will send Communications via in-product notices or via email to the primary user's registered email address or will post Communications on its Sites. The legal basis for sending these communications is this agreement (for the transactional communications) and the legitimate interest in marketing with the current Clients (for the commercial communications).
12.2. Notwithstanding, Client agrees that Bitdefender may send Client required legal notices and other communications about Bitdefender solutions (including Updates), other and/or new Bitdefender solutions and services, special offers and pricing or other similar information, Client surveys, and other requests for feedback (collectively “Communications”). Bitdefender may provide Communications via (among other methods): (a) in-person contacts by Bitdefender and/or Reseller personnel; (b) in-product notices or emails to registered email addresses of named contacts; and/or (c) posted Communications on its Websites.
12.3. With respect to email notices, any such email notice to Client will be sent by Bitdefender to the account administrator(s) named by Client during registration. Client is responsible for ensuring that the email address for the account administrator is accurate. Any email notice that Bitdefender sends to the then-current email address will be effective when sent, whether or not Client actually receive the email. By accepting this Agreement, Client consents to receive all Communications through these means.
13. PRIVACY POLICY & GDPR
13.1. All the information on how the personal data is processed during the usage of Bitdefender Threat Intelligence Solutions is specified in Bitdefender Privacy Policy. By accepting these Terms, Client understands that Client has been notified about how personal data will be processed according to the Privacy Policy for Business Solutions published on: https://www.bitdefender.com/site/view/legal-privacy-policy-for-bitdefender-business-solutions.html and the Personal Data Notice for Business Contacts of the Clients or Partners published on: https://www.bitdefender.com/site/view/legal-personal-data-notice-for-business-contacts-of-the-clients-or-partners.html.
In regard to the personal data collected by Bitdefender Threat Intelligence Solutions from End Users and the applicable data protection legislation governing this relationship, according to the EU applicable legislation on personal data (GDPR – General Data Protection Legislation), Bitdefender together with Client are joint controllers.
13.2. Bitdefender acts as a data controller in relation with the personal data collected through its products and services sold to/through Business Clients only for the purposes of ensuring information and network security, including support activities for this purpose (only in specific cases, when support activities are included in the specific contract with Bitdefender). The End Users also act as data controllers in relation to the personal data they might have access through the Bitdefender’s products and services for purposes of ensuring information and network security. For any other potential purposes that Business End Users may decide internally on their own, Business Clients and Service Providers (and their Clients) act as separate and independent data controllers, collecting personal data from another source, meaning Bitdefender`s products and services.
Each of the joint controllers will be independently and separately responsible for respecting the GDPR provisions, including lawful processing of personal data, informing End Users about the use of their personal data, the security of personal data and ensuring service users can exercise their rights, according to the Joint Controllers Arrangement available here: https://www.bitdefender.com/media/materials/legal/Joint-Controllers-Arrangement.pdf.
14. TECHNOLOGIES
14.1. Bitdefender informs Client that in certain programs or products it may use data collection technology to collect technical information (including suspect files), to improve the products, to provide related services, to adapt them to the latest industry trends and to prevent the unlicensed or illegal use of the product or the damages resulting from the malware products.
14.2. Client acknowledges and accepts that Bitdefender may provide updates or additions to the program or product which may be automatically downloaded to device.
14.3. Bitdefender reserves the right to collect certain information from the user activity, depending on the modules and services Client has activated in Bitdefender Threat Intelligence Solutions. As such, Client agrees that certain product modules, services and components may collect pieces of data from systems for the purpose of evaluating and improving the ability of Bitdefender’s products to detect malicious behavior, potentially fraudulent websites, and other Internet security risks.
15. PAYMENT TERMS.
15.1. Service Fees. Client can pay Bitdefender the fees for Bitdefender’s Solutions ordered either directly if a Purchase Order is signed with Bitdefender in the terms stated therein, either through a Bitdefender channel partner contracted.
Unless otherwise agreed with the channel partner, all Fees will be invoiced in advance in accordance with the Purchase Order submitted. Unless otherwise set forth in the purchase orders, all Fees are due and payable Net 30 days after the date of the applicable invoice. All invoices that are not paid within 30 days, and all credit accounts that are delinquent, shall be assessed a 1% late payment charge (or if this exceeds the legally permitted maximum, the highest legal rate under applicable law) for each month the invoice is not paid, or the account is delinquent. Client will reimburse Bitdefender or its resellers for all reasonable costs (including reasonable attorneys’ fees) incurred by Bitdefender or its resellers in connection with collecting any overdue amounts. Except as otherwise specified in this Agreement payment obligations are non-cancelable and fees paid are non-refundable, and the purchased Solution cannot be decreased or exchanged for alternative services or subscriptions.
All services and fees shall be consumed in the Validity Period agreed. No fees which are not consumed will survive the termination of the Validity Period.
15.2. Taxes. All fees are exclusive of all sales and use taxes, value-added taxes, excise taxes, levies, or duties which may be imposed by applicable national or federal, state/provincial or local municipalities relating to Client’s purchase of subscriptions or use of the Services (the “Taxes”), and Client will be responsible for payment of all such Taxes. Unless Client provides Bitdefender or its resellers with evidence of its sales tax exemption and Client shall pay Bitdefender all relevant taxes payable related to Client’s purchases, excluding taxes based on Bitdefender’s net income. Client will pay all fees free and clear of, and without reduction for, any such Taxes, including withholding taxes imposed by any country. Client will provide receipts issued by the appropriate taxing authority to establish that such Taxes have been paid.
16. AUDIT RIGHTS
16.1. Bitdefender may audit use of Bitdefender Threat Intelligence Solutions to verify that usage complies with the terms of this Agreement and with the applicable Documentation. An audit will be done upon reasonable notice and during normal business hours, but not more often than once every year, unless a material discrepancy was identified during the course of a prior review. Client agrees to implement internal safeguards to prevent any unauthorized copying, distribution, installation, or use of, or access to, Bitdefender Threat Intelligence. Client further agrees to keep records sufficient to certify compliance with this Agreement, and, upon request from Bitdefender, provide and certify metrics and/or reports based upon such records and accounting for submission numbers. If an audit reveals any deployment or use of the solutions that is more than the subscriptions conditions or is otherwise out of compliance with this Agreement, then Client agree to promptly correct such non-compliance, then Client agrees to reimburse Bitdefender for its reasonable costs incurred in performing the audit.
17. FORCE MAJEURE
17.1. Neither Party shall be in breach of the Agreement in the event it is unable to perform its obligations as a result of natural disaster, war, emergency conditions, labor strike, acts of terrorism, the substantial inoperability of the Internet, the inability to obtain supplies, or any other reason or condition beyond its reasonable control; provided, however, if such reasons or conditions remain in effect for a period of more than thirty (30) calendar days, either Party may terminate the Agreement affected by such force majeure following the written notice to the other Party. Notwithstanding the aforementioned, parties agree that payment obligations derived from this Agreement as well as the protection of Intellectual Property Rights shall not be delayed for any reason.
18. GENERAL
18.1. If Client is located in the United States or Canada, this Agreement is governed by the laws of the State of Florida, USA, with the venue in Broward County. If Client is located in the UK, APAC, Australia and New Zealand, this Agreement will be governed by the laws of the UK, with the venue in Reading. If Client is located in the Netherlands, Belgium, Denmark, Finland, Iceland, Norway, and Sweden, this Agreement is governed by the Dutch Laws with the venue in the Hague. If Client is located in Germany and Austria, this Agreement is governed by the German Laws with the venue in München. If Client is located in the rest of Europe, Africa, Middle East and Asia, this Agreement will be governed by the laws of Romania with the venue in the courts of Bucharest.
Nothing in this Agreement will diminish any rights Client may have under existing consumer protection legislation or other applicable laws in jurisdiction that may not be waived by contract.
In the event of invalidity of any provision of this Agreement, the invalidity shall not affect the validity of the remaining portions of this Agreement.
18.2. This Agreement describes certain legal rights. Client may have other rights under the laws of state or country of incorporation. Client may also have rights with respect to the party from whom Client acquired the Bitdefender Threat Intelligence. This Agreement does not change rights or obligations under the laws of state or country if the laws of state or country do not permit it to do so.
Bitdefender reserves the right to cooperate with any legal process and any law enforcement or other government inquiry related to use of this Bitdefender Threat Intelligence Solutions. This means that Bitdefender may provide documents and information relevant to a court subpoena or to a law enforcement or other government investigation according to applicable law after taking reasonable measures to protect it.
18.3.Either party represents and warrants that (i) in connection with this Agreement, it has not and will not make any payments or gifts or any offers or promises of payments or gifts of any kind, directly or indirectly, to any official of any foreign government or any agency or instrumentality thereof and (ii) it will comply in all respects with the Foreign Corrupt Practices Act and any other applicable laws and (iii) it will comply with the export compliance laws applicable to each party fulfilling its obligation under this Agreement. To the maximum extent permissible by written waiver, disclaimer, limitation, and/or exclusion under Applicable Laws, this Agreement is entered into solely between and for the benefit of, and may be enforced only by, the Parties hereto and no third party shall have any right/benefit hereunder, whether arising hereunder, under any statute now or enacted hereafter (such as Contracts (Rights of Third Parties) Act of 1999 in the UK and similar laws enacted in Ireland, Singapore, New Zealand, Hong Kong S.A.R., and certain states of Australia, the application of each of which is hereby barred and disclaimed), or otherwise. This Agreement does not, and shall not be deemed to, create any expressed or implied rights, remedies, benefits, claims, or causes of action (legal, equitable or otherwise) in or on behalf of any third parties including employees, independent consultants, agents, and Affiliates of a Party, or otherwise create any obligation or duty to any third party; provided, however, notwithstanding anything contained herein this Agreement to the contrary, Bitdefender’s hardware suppliers, software licensors, and channel resellers shall be intended third party beneficiaries for the exclusions, limitations, and disclaimers with respect to Bitdefender Solutions as stated in this Agreement.
18.4. Bitdefender Threat Intelligence Solutions is subject to the U.S. and foreign export control laws. Client agrees to comply with all laws and regulations of the United States and other countries where Bitdefender Threat Intelligence Solutions is used by Client and End Users to ensure that they are not exported, directly or indirectly, in violation of such laws.
18.5. Bitdefender and Bitdefender logos are trademarks of BITDEFENDER. All other trademarks used in the product or in the associated materials are the property of their respective owners.
18.6. Bitdefender retains the right to assign this Agreement in its sole discretion. Client may not assign this Agreement without the prior written permission of Bitdefender.
18.7. Bitdefender may revise these Terms at any time and the revised terms shall automatically apply to the corresponding versions of Bitdefender Threat Intelligence Solutions distributed with the revised terms. If any part of the Agreement is found void and unenforceable, it will not affect the validity of the rest of the Terms, which shall remain valid and enforceable. In case of controversy or inconsistency between translations of the Agreement to other languages, the English version issued by Bitdefender shall prevail.
Any additional, conflicting, or different terms or conditions proposed by Client in any of issued documents (such as an Order/s), are hereby rejected by Bitdefender and excluded here from.
Contact BITDEFENDER, at 15 A Orhideelor Street, Orhideea Towers Building, 11th floor, District 6, Bucharest, 060071, Romania; tel +40 212 063 470; fax +40 212 641 799, e-mail address: office@bitdefender.com.