Team f5 fze
Terms & Conditions
IMPORTANT! Before using our services, please read carefully the terms of their use available in these Terms & Conditions, along with the Licensing Terms, the Privacy Policy and any other terms and policies referenced herein, as amended from time to time (hereinafter collectively referred to as the “Terms”). By clicking on the accept buttons, you agree to be legally bound by the Terms, as they may be updated and displayed on our Website.
These Terms are between Team F5 FZE, a limited liability company formally registered with Dubai World Trade Center Authority under License No. L-2638 (hereinafter referred to as “Team F5”, “Us”, “We” or “Our”) and you, either individually, or on behalf of your employer or any other entity which you represent (hereinafter referred to as “Client”, “You” or “Your”). If you are acting on behalf of your employer or any other entity, you hereby confirm that: (i) you have the legal authority to bind your employer or any other entity to these Terms; and (ii) you have read, understood and agreed to these Terms on behalf of your employer or any other entity you represent (as the case may be), and that these Terms will bind your employer or any other entity.
You confirm and warrant that you are at least twenty-one (21) years old to access and use the Website and/or the Services. The Website and/or Services are exclusively meant for users who are twenty-one (21) years of age or older. To ensure compliance to this paragraph, we reserve the right to ask for identification at any time.
Should you NOT agree to comply and be bound by these Terms, or you do not have the authority to bind your employer or any other entity (as applicable), please do NOT accept these Terms, access or use the Website and/or the Services.
These Terms are between Team F5 FZE, a limited liability company formally registered with Dubai World Trade Center Authority under License No. L-2638 (hereinafter referred to as “Team F5”, “Us”, “We” or “Our”) and you, either individually, or on behalf of your employer or any other entity which you represent (hereinafter referred to as “Client”, “You” or “Your”). If you are acting on behalf of your employer or any other entity, you hereby confirm that: (i) you have the legal authority to bind your employer or any other entity to these Terms; and (ii) you have read, understood and agreed to these Terms on behalf of your employer or any other entity you represent (as the case may be), and that these Terms will bind your employer or any other entity.
You confirm and warrant that you are at least twenty-one (21) years old to access and use the Website and/or the Services. The Website and/or Services are exclusively meant for users who are twenty-one (21) years of age or older. To ensure compliance to this paragraph, we reserve the right to ask for identification at any time.
Should you NOT agree to comply and be bound by these Terms, or you do not have the authority to bind your employer or any other entity (as applicable), please do NOT accept these Terms, access or use the Website and/or the Services.
1. DEFINITIONS
Account
means an information resource, which is a set of data of one copy in Kommo CRM-system with a unique identifier, with the help of which program objects are grouped together for their joint display and use. The number of authorized users required by the Client can simultaneously operate within the Account.
Account User
means a paid and active (sub-account) authorized representative/employee of the Client, registered by the Client in Kommo and authorized in it at least once.
API
means “Application Programming Interface” – an interface of system interaction with third-party applications by using public methods.
Affiliate(s)
means any legal entity that directly or indirectly controls, is controlled by, or under the common control of any other entity. For the purpose hereof, the term "control", when used in respect to any entity shall mean the power and authority to manage such an entity whether, through the direct or indirect holding of fifty percent (50%) or more of its beneficial ownership, voting power or equity.
Application
means the Client’s application for the provision of Services performed by Team F5, carried to Team F5 using the communication method established by these Terms.
Client
means any legal entity, or any individual that entered into these Terms, and have the right to use the Services in their own interest in accordance with the requirements of applicable legislation and these Terms.
Effective Date
means the date of registration, accepting and using or accessing the Services, additional services, Website, whichever is earlier.
Internet Service (widget)
means a program module for the software "F5 Widgets Pack" running in the Kommo environment and interacting with Kommo via API, designed to optimize business processes and add additional functionality to the CRM "Kommo". The widget is implemented as a separate Internet application with a Web user interface, as well as in the mobile application version of Kommo.
"F5 Widgets Pack" is provided as a SaaS solution. In the Internet Service the authorization mechanism with differentiation of rights by roles is implemented. All the functionality of the software module is available only when authorizing in Kommo. The concept of "Widget" includes both separate widgets (tariffs) and the full set of F5 Widgets Pack widgets (with Control Panel and catalog of separate widgets/modules/tariffs).
"F5 Widgets Pack" is provided as a SaaS solution. In the Internet Service the authorization mechanism with differentiation of rights by roles is implemented. All the functionality of the software module is available only when authorizing in Kommo. The concept of "Widget" includes both separate widgets (tariffs) and the full set of F5 Widgets Pack widgets (with Control Panel and catalog of separate widgets/modules/tariffs).
Kommo
means a cloud-based computer program (both as a whole and its components), which is a set of data and commands presented in objective form, including source code, database, audiovisual products, as well as any documentation on its use.
Licensing Terms
mean the Licensing Terms specified in Appendix 01 to these Terms.
Partner
means an individual or a legal entity, an official partner of Kommo and/or Team F5.
Party(ies)
means any party under these Terms, Team F5 and/or the Client, or referred collectively.
Personal Data
means any information relating to a directly or indirectly identified or identifiable individual (personal data subject).
Team F5
means the company - Team F5 FZE, a limited liability company formally registered with Dubai World Trade Center Authority under License No. L-2638, and registered address: FZF 039 SRT, Floor 04, Sheikh Rashid Tower, Dubai World Trade Center, Dubai, UAE, and its Affiliates.
Terms
means these Terms & Conditions, including all its appendices, the Licensing Terms, the Sublicense Agreement, Contract for the Provision of Paid Services, Licensing Agreement for Using the Internet Services, the Privacy Policy and any other terms and policies referenced herein, as amended from time to time.
Third Party(ies)
means any individual or legal entity as well as their employees, affiliated entities, and consultants that are not connected to these Terms, but have a significant involvement.
Services
mean any services available on Team F5’s platforms, products, applications, API, tools, and any additional services or upgrades, that are provided online or are included in the cloud-based services provided by Team F5.
Subscription Term
means the term of granting the right to use the Service. The period of use (subscription term) may be, at the Client's choice, 6, 10, 13, 18, 24, 25 months long. The exact term of the period is specified directly in the invoices.
Website
means https://cmdf5.com/
2. SERVICES
2.1. Our Services. Our platforms, products, applications, API, tools, and any additional services or upgrades, that are provided online are all included in the cloud-based services provided by Team F5, additionally we provide services such as: licensing, sublicensing, sale and implementation of CRM systems, consultancy services associated with the installation of CRM systems, services for selling widgets and other related services specified in Appendix 03 to these Terms (collectively "Services").
2.2. Changes. We hereby reserve the right, in our sole discretion, to modify these Terms from time to time for legitimate purposes, such as the addition of new features or functionalities to the Services, technical modifications, correction of typographical errors, compliance with legal requirements, or any other reason we think appropriate. We will notify the Client of any major changes to these Terms as soon as reasonably possible, by sending the Client an email or prominently posting a notice within the Services and/or the Website. Once the changes are put into effect, you will be deemed to have accepted them if you keep using the Services.
2.3. Upgrades. The delivery of any future release of any functionality, feature, or service by us is not contingent upon your purchase of the Services under these Terms. This includes but is not limited to: (i) the continuation of certain Services beyond the current Terms; (ii) the availability of third-party services; or (iii) reliance on any oral or written public comments we make regarding any future functionality, feature, or service.
2.4. Additional Terms. Certain Services may be subject to additional terms specific to such services, features, or functionality, as stated in the relevant services and/or as stated in the Licensing Terms. You agree and acknowledge that the additional Licensing Terms, which govern your use of certain services, are binding when you access, enable, use, and/or purchase any of these Services that are subject to specific services terms.
2.5. Restrictions. Client and its User(s) may use the Services, and any part or element thereof, only in the scope, with the means and for purposes as identified in these Terms and applicable law. Except as expressly permitted in these Terms, you may not, and shall not allow a User or any third party to:
2.2. Changes. We hereby reserve the right, in our sole discretion, to modify these Terms from time to time for legitimate purposes, such as the addition of new features or functionalities to the Services, technical modifications, correction of typographical errors, compliance with legal requirements, or any other reason we think appropriate. We will notify the Client of any major changes to these Terms as soon as reasonably possible, by sending the Client an email or prominently posting a notice within the Services and/or the Website. Once the changes are put into effect, you will be deemed to have accepted them if you keep using the Services.
2.3. Upgrades. The delivery of any future release of any functionality, feature, or service by us is not contingent upon your purchase of the Services under these Terms. This includes but is not limited to: (i) the continuation of certain Services beyond the current Terms; (ii) the availability of third-party services; or (iii) reliance on any oral or written public comments we make regarding any future functionality, feature, or service.
2.4. Additional Terms. Certain Services may be subject to additional terms specific to such services, features, or functionality, as stated in the relevant services and/or as stated in the Licensing Terms. You agree and acknowledge that the additional Licensing Terms, which govern your use of certain services, are binding when you access, enable, use, and/or purchase any of these Services that are subject to specific services terms.
2.5. Restrictions. Client and its User(s) may use the Services, and any part or element thereof, only in the scope, with the means and for purposes as identified in these Terms and applicable law. Except as expressly permitted in these Terms, you may not, and shall not allow a User or any third party to:
2.5.1. use the Services or any part or element thereof to commit a crime, breach any applicable law or entice or invite others to carry out such illegal actions.
2.5.2. copy, duplicate, distribute, modify, adapt, hack, create derivative works, reverse engineer or decompile the Services or any part or element thereof, or attempt to extract the source code thereof, unless (i) it is expressly allowed under applicable law, and (ii) to the extent that Team F5 is not permitted by that applicable law to exclude or limit the foregoing rights.
2.5.3. provide false, inaccurate or misleading information.
2.5.4. act in a manner that is defamatory, trade libelous, threatening or harassing to Team F5; or
2.5.5. use the Services or any part or element thereof unless it has agreed to be bound to these Terms.
2.5.2. copy, duplicate, distribute, modify, adapt, hack, create derivative works, reverse engineer or decompile the Services or any part or element thereof, or attempt to extract the source code thereof, unless (i) it is expressly allowed under applicable law, and (ii) to the extent that Team F5 is not permitted by that applicable law to exclude or limit the foregoing rights.
2.5.3. provide false, inaccurate or misleading information.
2.5.4. act in a manner that is defamatory, trade libelous, threatening or harassing to Team F5; or
2.5.5. use the Services or any part or element thereof unless it has agreed to be bound to these Terms.
3. ACCOUNT REGISTRATION AND ADMINISTRATION
3.1. Account Registration. You must first create an account (the "Account") to register for the Services. By creating an Account and signing up to use the Services, you become a Team F5 Client, either personally or on behalf of your employer or any other entity (as applicable) for which you made the Account.
3.2. Registration Information. You agree to provide us with accurate and up-to-date information about you when setting up or amending an Account. You also agree that you are fully responsible for all activities that take place under your Account, and password, including any integration or use of third-party products or services (and related data disclosures) in connection with the Services. Finally, you agree to notify us in writing as soon as you become aware of any unauthorized access to, or use of your account or user profile, or any breach of security.
3.3. Verification. You acknowledge and consent that we might ask you for additional information that would be needed to verify your identity and support the security of your Account. We reserve the right to request any information that we deem necessary, before restoring or providing access to or providing information about such an Account if you lose access to an Account or otherwise request information about an Account.
3.4. Account User. Any decision or action made by a User is considered to be the decision or action of the Client. The User(s) of an Account are, severally and jointly, deemed to be the authorized representatives of the Client, who will have significant authority and control over how the Services and the Account are used.
3.5. Client Responsibility for the Users. The Client is solely liable and responsible for understanding the settings, privileges, and controls for the Services; determining who the Client allows to become a User and the settings and privileges that apply to that User; these rights may include, but are not limited to, the ability for a User to invite or add other users (paid or unpaid); charging money on the Account; and having access to, changing, or sharing boards, among other things. Even though some Users may not be affiliated with Client 's company or domain, Client is accountable for all actions taken by all of its Users, including any orders they may submit and the manner in which Users utilize Client Personal Data. Furthermore, Client understands that any activity made by a User of Account is considered by us to have been authorized by Client, so Client will not be entitled to any compensation in this regard.
3.2. Registration Information. You agree to provide us with accurate and up-to-date information about you when setting up or amending an Account. You also agree that you are fully responsible for all activities that take place under your Account, and password, including any integration or use of third-party products or services (and related data disclosures) in connection with the Services. Finally, you agree to notify us in writing as soon as you become aware of any unauthorized access to, or use of your account or user profile, or any breach of security.
3.3. Verification. You acknowledge and consent that we might ask you for additional information that would be needed to verify your identity and support the security of your Account. We reserve the right to request any information that we deem necessary, before restoring or providing access to or providing information about such an Account if you lose access to an Account or otherwise request information about an Account.
3.4. Account User. Any decision or action made by a User is considered to be the decision or action of the Client. The User(s) of an Account are, severally and jointly, deemed to be the authorized representatives of the Client, who will have significant authority and control over how the Services and the Account are used.
3.5. Client Responsibility for the Users. The Client is solely liable and responsible for understanding the settings, privileges, and controls for the Services; determining who the Client allows to become a User and the settings and privileges that apply to that User; these rights may include, but are not limited to, the ability for a User to invite or add other users (paid or unpaid); charging money on the Account; and having access to, changing, or sharing boards, among other things. Even though some Users may not be affiliated with Client 's company or domain, Client is accountable for all actions taken by all of its Users, including any orders they may submit and the manner in which Users utilize Client Personal Data. Furthermore, Client understands that any activity made by a User of Account is considered by us to have been authorized by Client, so Client will not be entitled to any compensation in this regard.
4. PLACEMENT OF AN ORDER
4.1. Upon activation of the Internet Service, the Client agrees to provide the following registration information of the Client: last name, first name, patronymic (if applicable) in English; email address; contact phone number; city and country of residence.
4.2. Team F5 shall not change nor edit the registration information about the Client without the consent of the Client.
4.3. Team F5 shall be not responsible for the content and fairness of the information given by the Client when placing an order. The Client is solely responsible for the accuracy of the information provided when placing an order.
4.4. When registering on the Website, the Client creates an Account, where all the orders are shown together with their status (payment or cancellation). Order placement confirmations will be sent optionally to the email address that the client designates.
4.5. If there is a technical error on the site at the time of the operation or there is no notification on the successful completion and payment of the order in the Account, the Client shall contact Team F5 to receive confirmation of payment for the service within 1 (one) day from the date of payment.
4.6. The Client’s payment of the order for the Services made on the Website shall mean the Client's consent to these Terms.
4.7. Any information available on the website https://cmdf5.com/terms is only for reference purposes. Any information about software products and services may be specified by contacting the company via tel.: +1 872 588 81 05.
4.2. Team F5 shall not change nor edit the registration information about the Client without the consent of the Client.
4.3. Team F5 shall be not responsible for the content and fairness of the information given by the Client when placing an order. The Client is solely responsible for the accuracy of the information provided when placing an order.
4.4. When registering on the Website, the Client creates an Account, where all the orders are shown together with their status (payment or cancellation). Order placement confirmations will be sent optionally to the email address that the client designates.
4.5. If there is a technical error on the site at the time of the operation or there is no notification on the successful completion and payment of the order in the Account, the Client shall contact Team F5 to receive confirmation of payment for the service within 1 (one) day from the date of payment.
4.6. The Client’s payment of the order for the Services made on the Website shall mean the Client's consent to these Terms.
4.7. Any information available on the website https://cmdf5.com/terms is only for reference purposes. Any information about software products and services may be specified by contacting the company via tel.: +1 872 588 81 05.
5. INTERNET SERVICE INSTALLATION
5.1. Instructions for installing and using the Internet Service are published by Team F5 at: https://cmdf5.com/manual
5.2. The Internet Service is installed via the Website and/or via the "Integrations" section of the Kommo CRM-system in the Account independently by the Client or Team F5.
5.3. The Client agrees to supply the following registration details when activating (registering) the Internet service: email address, contact phone number, account ID, account domain, first and last name, and patronymic (if applicable) in English. In addition, the Client/User accepts our Licensing Terms and Privacy Policy at the time of Internet Service installation.
5.4. Team F5 shall not modify or edit the registration information on the Client/User, specified in clause 5.3, without the consent of the Client.
5.5. Team F5 is not responsible for the content and accuracy of the information provided by the Client during the installation and use of the Internet Service. The accuracy of the Client Data supplied during installation and any further use of the Internet Service is the Client's exclusive responsibility.
5.6. Within 1 (one) working day of receiving the required information, Team F5 shall provide the Client with access to the Internet Service.
5.7. The Internet Service may require an account in a third-party service. For this purpose, the Client is entitled to independently obtain access for the chosen service and provide the necessary data for the correct operation of the Internet Service, while remaining responsible for these actions. Any malfunction of the Internet Service or technical deficiencies arising from the intervention of another service do not provide grounds for claims against Team F5. Team F5 does not guarantee full functionality of the Internet Service if it operates based on a third-party service. The elimination of such deficiencies is possible for an additional fee, but not within the framework of Team F5's warranty obligations.
5.2. The Internet Service is installed via the Website and/or via the "Integrations" section of the Kommo CRM-system in the Account independently by the Client or Team F5.
5.3. The Client agrees to supply the following registration details when activating (registering) the Internet service: email address, contact phone number, account ID, account domain, first and last name, and patronymic (if applicable) in English. In addition, the Client/User accepts our Licensing Terms and Privacy Policy at the time of Internet Service installation.
5.4. Team F5 shall not modify or edit the registration information on the Client/User, specified in clause 5.3, without the consent of the Client.
5.5. Team F5 is not responsible for the content and accuracy of the information provided by the Client during the installation and use of the Internet Service. The accuracy of the Client Data supplied during installation and any further use of the Internet Service is the Client's exclusive responsibility.
5.6. Within 1 (one) working day of receiving the required information, Team F5 shall provide the Client with access to the Internet Service.
5.7. The Internet Service may require an account in a third-party service. For this purpose, the Client is entitled to independently obtain access for the chosen service and provide the necessary data for the correct operation of the Internet Service, while remaining responsible for these actions. Any malfunction of the Internet Service or technical deficiencies arising from the intervention of another service do not provide grounds for claims against Team F5. Team F5 does not guarantee full functionality of the Internet Service if it operates based on a third-party service. The elimination of such deficiencies is possible for an additional fee, but not within the framework of Team F5's warranty obligations.
6. IUSAGE OF THE INTERNET SERVICE
6.1. Team F5 provides Internet Service on the “as is” basis. Team F5 does not guarantee that all of its features will be applicable for the Client’s specific purpose. Technical failures and temporary interruptions in the provision of services (including those related to the performance of technological and preventive works) are not grounds for presenting any moral, material, property or other claims to Team F5.
6.2. The Licensee shall only use the email messaging system made available by the Licensor for the purpose of sending individualized messages to the addressee upon the recipient's request or with their previous approval.
6.3. The Licensor has provided installation and usage instructions at: https://cmdf5.com/manual.
6.4. The Client shall independently ensure the availability of equipment that meets the technical requirements for using the Internet Service and accessing the Internet.
6.5. The Client uses the granted rights to use the Internet Service at their own risk. Team F5 does not accept responsibility for the suitability of the Internet Service for its intended use.
6.6. The Client is not permitted to take any actions that could interfere with Team F5's machinery and resources, or that could grant unauthorized access to Team F5's resources or the Service, or that could inflict harm or threaten to infringe upon the rights of third parties.
6.7. The Client is prohibited from sending mass commercial offers to the following address lists:
6.8. Full functionality of the widgets is available on the Kommo "Advanced" and "Enterprise" plans. Team F5 does not guarantee full functionality of the Internet Service on the "Base" plans, as well as other current and archived Kommo plans.
6.9. When using the Internet Service, a Trial Period (free period) of using the Internet Service is possible, which can last up to 14 (fourteen) calendar days. The Trial Period of using the Internet Service may have limitations on the number of operations conducted.
6.2. The Licensee shall only use the email messaging system made available by the Licensor for the purpose of sending individualized messages to the addressee upon the recipient's request or with their previous approval.
6.3. The Licensor has provided installation and usage instructions at: https://cmdf5.com/manual.
6.4. The Client shall independently ensure the availability of equipment that meets the technical requirements for using the Internet Service and accessing the Internet.
6.5. The Client uses the granted rights to use the Internet Service at their own risk. Team F5 does not accept responsibility for the suitability of the Internet Service for its intended use.
6.6. The Client is not permitted to take any actions that could interfere with Team F5's machinery and resources, or that could grant unauthorized access to Team F5's resources or the Service, or that could inflict harm or threaten to infringe upon the rights of third parties.
6.7. The Client is prohibited from sending mass commercial offers to the following address lists:
- purchased lists;
- rented lists;
- lists obtained automatically using extractor programs;
6.8. Full functionality of the widgets is available on the Kommo "Advanced" and "Enterprise" plans. Team F5 does not guarantee full functionality of the Internet Service on the "Base" plans, as well as other current and archived Kommo plans.
6.9. When using the Internet Service, a Trial Period (free period) of using the Internet Service is possible, which can last up to 14 (fourteen) calendar days. The Trial Period of using the Internet Service may have limitations on the number of operations conducted.
6.9.1. The Trial Period ends upon payment by the Client. After the end of the Trial Period and in the absence of payment, access to the Internet Service is automatically terminated. When paying for access to the Internet Service, the date of commencement of the paid period of the Internet Service will be the date of receipt of funds into Team F5's bank account. In this case, if the Internet Service has an active trial period, it ends at the moment of receipt of funds and corresponding payment.
6.10. The minimum cost is calculated for 5 (five) Internet Service users. The user count is based on the number of paid licenses in the Kommo account. If there are 1 (one) to 5 (five) users in the account, the payment for the Internet Service tariff will be calculated for 5 (five) users; if there are more than 5 (five) users, it will be based on the number of paid Kommo licenses.
6.10.1. In case the number of users agreed with Team F5 increases, the Client must notify Team F5 in writing about the increase in the number of users. In case of discovering an increase in the number of users, Team F5 has the right, without prior notice to the Client:
- to issue an invoice for the amount equal to the unpaid users, and the Client must pay the corresponding invoice within 10 (ten) days from the date of its issuance. The calculation of users is carried out according to the formula published on Website at: https://cmdf5.com/widgets/#rec681601224;
- to recalculate the number of Internet service users (upwards or downwards) by reducing the paid period.
6.11. Team F5 does not provide the Client with communication services, does not organize access to information systems of information and telecommunication networks, including the Internet, and does not engage in activities related to receiving, processing, storing, transmitting, and delivering telecommunication messages.
6.12. In case of releasing a new version of the Internet Service (update), the Client is obliged to switch to the new version. The Client independently monitors the availability of the required version of the Kommo CRM for full functioning of the Internet Service. In case a new version of the Internet Service is released, the settings of the previous version are not saved or restored. The previous version of the Internet Service may be disabled.
6.13. When using the Internet Service, the Client/User is granted the following privileges:
6.14. When using the Internet service, the Client/User is not entitled to:
6.15. In case of discovering errors in the operation of the Internet Service, the Client/User undertakes to notify Team F5 about them and not to attempt to use the found errors in operation.
6.16. If within 3 (three) months from the end of the subscription period (paid period of use) the Client/User does not renew the subscription period or does not use the Internet Service, individual settings of the Client's Internet Service (widget) may be deleted without notification and cannot be restored.
6.17. If the Client exceeds the limit of the number of operations per month provided by the Internet Service (tariff), they undertake to pay for the necessary additional users to increase the limit. In case of non-payment, Team F5 does not guarantee the operation of the Internet Service in the month when the limit was exceeded.
6.18. The Client must immediately notify Team F5 of any unauthorized access to the Internet Service using the Account.
6.19. The Client guarantees that it has all necessary rights to the data, computer programs, and services required for using the Internet Service.
6.20. When placing information and files on the technical resources of Team F5, the Client/User must comply with the requirements of legislation on intellectual property rights and other norms of applicable legislation.
6.21. The Client/User is responsible for independently monitoring the protection of the equipment and Software used in their work, timely updating the versions of the Software, or making changes to the configuration in accordance with the instructions and requirements published by the developers of the Software and/or Internet security services. The Client/User must prevent unauthorized access to the software and hardware resources used and must not allow the use of their own or provided resources by Team F5 for unauthorized attempts to access accounts and control panels.
6.22. In case of receiving motivated claims from third parties that the resources used by the Client/User violate the rights of third parties (including intellectual property rights), Team F5 sends a notification to the Client/User containing the contact information of the person who submitted the claim. In such cases, Team F5 has the right to suspend access to the Internet service for the Client/User.
6.23. The Client is solely responsible for providing third parties with access to the capabilities of the Program, including providing third parties with access to the Account. The Client is responsible for any actions of third parties to whom the Client has granted access to use the Products under the Licensing Terms. The Client is responsible for familiarizing such third parties with these Terms, and assumes all risks associated with failure to familiarize or untimely familiarization of such third parties with these documents, as well as the expenses caused by failure to familiarize or untimely familiarization. The Client guarantees that their actions in providing third parties with access to use the Products do not violate the legislation of the United Arab Emirates, these Terms, or the rights of third parties.
6.24. Team F5 reserves the right to make changes to the operation of the Internet Service without prior notice to the Client/User, as well as to carry out technical work in the Internet Service, during which temporary suspension of the functionality of the Internet Service may occur.
6.25. When renewing the Internet Service, the date of commencement of the paid period is the date of payment, provided that the paid period of the Internet Service has expired. If the paid period has not expired, the date of commencement of the paid period is the date of expiration of the previous period of use of the Internet Service.
6.26. Some Internet Services have a limit on the number of automatic actions for one event (event script), such limits are associated with technical limitations of the Kommo API.
6.12. In case of releasing a new version of the Internet Service (update), the Client is obliged to switch to the new version. The Client independently monitors the availability of the required version of the Kommo CRM for full functioning of the Internet Service. In case a new version of the Internet Service is released, the settings of the previous version are not saved or restored. The previous version of the Internet Service may be disabled.
6.13. When using the Internet Service, the Client/User is granted the following privileges:
- using the Internet service during the trial period;
- independently connecting, disconnecting, and configuring the Internet Service in the Control Panel;
- receiving technical support, excluding configuration;
- using the Internet Service without territorial restrictions.
6.14. When using the Internet service, the Client/User is not entitled to:
- take actions that may lead to disruption of the operation of Team F5’s equipment and resources, to exercise unauthorized access to Team F5’s resources, to the Internet Service, that may cause or threaten to cause damage and violation of the rights of third parties, including by posting information and links to resources on the network which content contradicts the current legislation of the United Arab Emirates;
- modify the Internet Service on their own;
- copy the Internet Service or its source code;
- transfer rights to use and implement the Internet Service to third parties without obtaining prior written consent from Team F5;
- use the Internet service for purposes other than its intended use;
- directly or indirectly distribute spam mailings using the Internet Service, as well as distribute information aimed at inciting national, racial, or religious hatred and enmity, including spreading extremist materials;
- directly or indirectly distribute information and/or engage in illegal actions aimed at drug distribution, unauthorized access to computer systems, piracy (distribution of copyrighted materials in violation of copyright), conduct gambling activities, promote fraud schemes, violate UAE export laws, violate other laws of the federal legislation of the United Arab Emirates;
- exceed the permissible number of API requests to third-party services when using the Internet Service;
- take any actions aimed at creating a security threat to Internet Services;
- directly or indirectly contribute to the possibility of a DDoS attack (Distributed Denial of Service attack) - a complex of actions that can completely or partially disable the Internet Service;
- interfere with the operation of the Internet Service;
- The Client is prohibited from using the Internet service to carry out mass mailings of commercial, advertising, and other information not requested by the recipient by email or in teleconference groups ("spam"). Sending information with the recipient's consent, with the possibility of unsubscribing, is not considered "spam";
- except for use in ways, directly provided by the Licensing Terms or the applicable legislation, the Client has no right to modify, decompile, disassemble, decrypt, and perform other actions with the object code of the Internet Service aimed at obtaining information about the implementation of algorithms used in the Internet Service, creating derivative works using the Internet Service, as well as using (allowing to use) the Internet Service without the written consent of Team F5;
- use the Internet Service if its use may create a threat to the security and defense capability of the state, the health and safety of people;
- intentionally use the Internet Service for any illegal purposes;
- carry out destructive actions against Team F5's software or hardware that are aimed at disabling the Internet Service or third-party resources;
- use offensive language and insults in communication with employees, technical support specialists, and/or partners of Team F5.
- overload the work of the Internet Service.
6.15. In case of discovering errors in the operation of the Internet Service, the Client/User undertakes to notify Team F5 about them and not to attempt to use the found errors in operation.
6.16. If within 3 (three) months from the end of the subscription period (paid period of use) the Client/User does not renew the subscription period or does not use the Internet Service, individual settings of the Client's Internet Service (widget) may be deleted without notification and cannot be restored.
6.17. If the Client exceeds the limit of the number of operations per month provided by the Internet Service (tariff), they undertake to pay for the necessary additional users to increase the limit. In case of non-payment, Team F5 does not guarantee the operation of the Internet Service in the month when the limit was exceeded.
6.18. The Client must immediately notify Team F5 of any unauthorized access to the Internet Service using the Account.
6.19. The Client guarantees that it has all necessary rights to the data, computer programs, and services required for using the Internet Service.
6.20. When placing information and files on the technical resources of Team F5, the Client/User must comply with the requirements of legislation on intellectual property rights and other norms of applicable legislation.
6.21. The Client/User is responsible for independently monitoring the protection of the equipment and Software used in their work, timely updating the versions of the Software, or making changes to the configuration in accordance with the instructions and requirements published by the developers of the Software and/or Internet security services. The Client/User must prevent unauthorized access to the software and hardware resources used and must not allow the use of their own or provided resources by Team F5 for unauthorized attempts to access accounts and control panels.
6.22. In case of receiving motivated claims from third parties that the resources used by the Client/User violate the rights of third parties (including intellectual property rights), Team F5 sends a notification to the Client/User containing the contact information of the person who submitted the claim. In such cases, Team F5 has the right to suspend access to the Internet service for the Client/User.
6.23. The Client is solely responsible for providing third parties with access to the capabilities of the Program, including providing third parties with access to the Account. The Client is responsible for any actions of third parties to whom the Client has granted access to use the Products under the Licensing Terms. The Client is responsible for familiarizing such third parties with these Terms, and assumes all risks associated with failure to familiarize or untimely familiarization of such third parties with these documents, as well as the expenses caused by failure to familiarize or untimely familiarization. The Client guarantees that their actions in providing third parties with access to use the Products do not violate the legislation of the United Arab Emirates, these Terms, or the rights of third parties.
6.24. Team F5 reserves the right to make changes to the operation of the Internet Service without prior notice to the Client/User, as well as to carry out technical work in the Internet Service, during which temporary suspension of the functionality of the Internet Service may occur.
6.25. When renewing the Internet Service, the date of commencement of the paid period is the date of payment, provided that the paid period of the Internet Service has expired. If the paid period has not expired, the date of commencement of the paid period is the date of expiration of the previous period of use of the Internet Service.
6.26. Some Internet Services have a limit on the number of automatic actions for one event (event script), such limits are associated with technical limitations of the Kommo API.
7. TECHNICAL SUPPORT
7.1. Team F5 provides technical support to the Client, including on issues and problems related to the functionality of the Services, features of operation on supported operating system configurations, on the terms specified in the technical documentation for it. For the purposes of providing technical support, we use by default the contact details obtained by the Client during the installation and configuration of the Services. The Client is entitled to change their contact details by notifying us in writing.
7.2. Technical support is provided daily and around the clock, including weekends and holidays.
7.3. To receive technical support, the Client can contact us via our Website messengers and/or at the contact details available on https://cmdf5.com/contacts.
7.4. As part of providing technical support, the Client agrees that Team F5 has the right to independently make changes to the individual settings of the Services in the Client's account.
7.5. All technical issues are resolved in written or spoken form at the discretion of Team F5.
7.6. In order to provide technical support, Team F5 may require the Client to provide information related to their account and user data, technical specifications of equipment, and other necessary information for providing technical support.
7.7. In case of failure to provide the information specified in clause 4.6. of these Terms, Team F5 has the right to refuse Client technical support.
7.8. By accepting these Terms, the Client agrees that the technical support provided by Team F5 does not guarantee the elimination and resolution of technical errors in the operation of the Services.
7.2. Technical support is provided daily and around the clock, including weekends and holidays.
7.3. To receive technical support, the Client can contact us via our Website messengers and/or at the contact details available on https://cmdf5.com/contacts.
7.4. As part of providing technical support, the Client agrees that Team F5 has the right to independently make changes to the individual settings of the Services in the Client's account.
7.5. All technical issues are resolved in written or spoken form at the discretion of Team F5.
7.6. In order to provide technical support, Team F5 may require the Client to provide information related to their account and user data, technical specifications of equipment, and other necessary information for providing technical support.
7.7. In case of failure to provide the information specified in clause 4.6. of these Terms, Team F5 has the right to refuse Client technical support.
7.8. By accepting these Terms, the Client agrees that the technical support provided by Team F5 does not guarantee the elimination and resolution of technical errors in the operation of the Services.
8. COST AND TERMS OF PAYMENT
8.1. The cost for the Services under these Terms is determined by the Application submitted by the Client and shall be specified in accordance with the current price list posted at https://cmdf5.com/widgets/.
8.2. Payments for the Services shall be made in USD or AED currency. Other currencies may additionally be applied.
8.3. The Client agrees to pay for the Services as specified on the Website.
8.4. Payment may be made by bank transfer or by payment card at the Client’s discretion. Any necessary bank details shall be stipulated in the invoices.
8.5. Client shall pay all bank charges related to the payment for the Services.
8.6. The Services shall be deemed as paid when the credit or debit card transaction is successfully completed.
8.7. The date of payment is considered to be the date payment is credited to Team F5’s account.
8.8. Activation and deactivation of Services shall be carried out within one day when Team F5 receives 100% prepayment. The Client’s obligation on payment shall be executed on the date of payment when paying by payment card or on the date of receipt of payment in full to Team F5's account when paying by bank transfer.
8.9. If there is a technical error on the Website at the time of the operation or there is no notification on the successful completion and payment of the Order in the Client's Personal Account or if the Client does not receive an SMS notification and / or a letter sent to the email address, the Client shall contact Team F5 to receive confirmation of payment for Services within 1 (one) day from the date of such payment.
8.10. If Team F5 has not received from the Client a written claim related to the scope of the granted rights within ten (10) days from the date of payment for the License, the non-exclusive right to use the Software shall be deemed provided to the Client in full and duly.
8.11. If Team F5 delays the provision of the rights to use the software for more than ten (10) calendar days, the Client has the right to terminate the contract and to demand a refund in the amount of the paid amount.
8.12. If the refusal / cancellation procedure is carried out correctly, the funds shall be returned to the card where the payment was made. Refunds will not be made by other means.
8.13. In case of early termination of the Services for any reason, the prepayment is not refundable to the Client.
8.14. Team F5 has the right to unilaterally change the terms of payment for new service packages, provided that they are informed by posting information on the website https://cmdf5.com/terms or at the Client’s demand by sending them to the Client’s e-mail. The report on the letter receipt from the owner’s / user’s email shall certify the information delivery to the Client.
8.15. For the purpose of organizing payments and acceptance of Services under these Terms, the reporting term shall be a calendar month.
8.16. Additional testing hours, restoration work caused by the Client's incorrect actions are paid by the Client additionally at Team F5's tariff rate. The size of Team F5's tariff rate is determined by Team F5 independently; the information is posted on the Internet at https://cmdf5.com/tariffs.
8.17. Payment of the Invoice confirms the complete and unconditional consent of the Client with these Terms.
8.18. Team F5 guarantees the preservation of the cost and scope of work in the following cases:
8.2. Payments for the Services shall be made in USD or AED currency. Other currencies may additionally be applied.
8.3. The Client agrees to pay for the Services as specified on the Website.
8.4. Payment may be made by bank transfer or by payment card at the Client’s discretion. Any necessary bank details shall be stipulated in the invoices.
8.5. Client shall pay all bank charges related to the payment for the Services.
8.6. The Services shall be deemed as paid when the credit or debit card transaction is successfully completed.
8.7. The date of payment is considered to be the date payment is credited to Team F5’s account.
8.8. Activation and deactivation of Services shall be carried out within one day when Team F5 receives 100% prepayment. The Client’s obligation on payment shall be executed on the date of payment when paying by payment card or on the date of receipt of payment in full to Team F5's account when paying by bank transfer.
8.9. If there is a technical error on the Website at the time of the operation or there is no notification on the successful completion and payment of the Order in the Client's Personal Account or if the Client does not receive an SMS notification and / or a letter sent to the email address, the Client shall contact Team F5 to receive confirmation of payment for Services within 1 (one) day from the date of such payment.
8.10. If Team F5 has not received from the Client a written claim related to the scope of the granted rights within ten (10) days from the date of payment for the License, the non-exclusive right to use the Software shall be deemed provided to the Client in full and duly.
8.11. If Team F5 delays the provision of the rights to use the software for more than ten (10) calendar days, the Client has the right to terminate the contract and to demand a refund in the amount of the paid amount.
8.12. If the refusal / cancellation procedure is carried out correctly, the funds shall be returned to the card where the payment was made. Refunds will not be made by other means.
8.13. In case of early termination of the Services for any reason, the prepayment is not refundable to the Client.
8.14. Team F5 has the right to unilaterally change the terms of payment for new service packages, provided that they are informed by posting information on the website https://cmdf5.com/terms or at the Client’s demand by sending them to the Client’s e-mail. The report on the letter receipt from the owner’s / user’s email shall certify the information delivery to the Client.
8.15. For the purpose of organizing payments and acceptance of Services under these Terms, the reporting term shall be a calendar month.
8.16. Additional testing hours, restoration work caused by the Client's incorrect actions are paid by the Client additionally at Team F5's tariff rate. The size of Team F5's tariff rate is determined by Team F5 independently; the information is posted on the Internet at https://cmdf5.com/tariffs.
8.17. Payment of the Invoice confirms the complete and unconditional consent of the Client with these Terms.
8.18. Team F5 guarantees the preservation of the cost and scope of work in the following cases:
- for the period paid by the Client in case of entry into force of the new edition of these Terms;
- within 5 (five) calendar days from the date of billing after the entry into force of the new edition of these Terms.
9. CONFIDENTIALITY
9.1. Confidential Information. Any and all confidential information of whatever nature, that is communicated, whether orally or in writing, to the other party (the "Receiving Party") by a party and its Affiliates (the "Disclosing Party") that is marked as confidential or that a reasonable person would deem confidential (the “Confidential Information”).
9.2. Confidential Information includes any scientific, technological, commercial, organizational or other information that has actual potential commercial value for the Parties under these Terms as it is unknown to third parties who could benefit from its disclosure or use, to whom there is no free access on a legal basis and in relation where to adequate measures of protection are taken. All information pertaining to the Disclosing Party's clients and prospective clients, past, current, or planned products, including but not limited to: marketing strategies and materials, business offers, information on marketing, analysis of opportunities, information on development and strategies, products, goods, services, presentation materials, price-lists, business correspondence, technical data and technological information, ideas, concepts, production secrets, methods, works of authorship, inventions, service works, processes, algorithms, software, formulas, business plans, prospects for growth, finances, research and development, executed and signed agreements, financial documentation, general information on the company's finances, financial statements, records and analysis, business plan, financial plan, information on commercial activities, financial results, and the Terms herein is considered confidential information.
9.3. Exceptions. Information shall not be considered Confidential Information if: (i) is or becomes generally known to the public without breach of any responsibility owed to the Disclosing Party, or (ii) was known to the Receiving Party previous to its disclosure by the Disclosing Party without breach of any obligation, or (iii) was independently developed by the Receiving Party, provided that the person(s) who developed it did not have access to the Confidential Information; or (iv) was permitted to publicity by written permission of the Disclosing Party; or (v) was disclosed to the official and government authorities by request under the applicable laws. In the event of an official request for the disclosure of Confidential Information from the authorized bodies, the Receiving Party is obliged to immediately notify the Disclosing Party in writing. In this case the Receiving Party is not considered to be in breach of its obligations under these Terms.
9.4. The obligation to maintain confidentiality is indefinite.
9.2. Confidential Information includes any scientific, technological, commercial, organizational or other information that has actual potential commercial value for the Parties under these Terms as it is unknown to third parties who could benefit from its disclosure or use, to whom there is no free access on a legal basis and in relation where to adequate measures of protection are taken. All information pertaining to the Disclosing Party's clients and prospective clients, past, current, or planned products, including but not limited to: marketing strategies and materials, business offers, information on marketing, analysis of opportunities, information on development and strategies, products, goods, services, presentation materials, price-lists, business correspondence, technical data and technological information, ideas, concepts, production secrets, methods, works of authorship, inventions, service works, processes, algorithms, software, formulas, business plans, prospects for growth, finances, research and development, executed and signed agreements, financial documentation, general information on the company's finances, financial statements, records and analysis, business plan, financial plan, information on commercial activities, financial results, and the Terms herein is considered confidential information.
9.3. Exceptions. Information shall not be considered Confidential Information if: (i) is or becomes generally known to the public without breach of any responsibility owed to the Disclosing Party, or (ii) was known to the Receiving Party previous to its disclosure by the Disclosing Party without breach of any obligation, or (iii) was independently developed by the Receiving Party, provided that the person(s) who developed it did not have access to the Confidential Information; or (iv) was permitted to publicity by written permission of the Disclosing Party; or (v) was disclosed to the official and government authorities by request under the applicable laws. In the event of an official request for the disclosure of Confidential Information from the authorized bodies, the Receiving Party is obliged to immediately notify the Disclosing Party in writing. In this case the Receiving Party is not considered to be in breach of its obligations under these Terms.
9.4. The obligation to maintain confidentiality is indefinite.
10. DATA PRIVACY AND SECURITY
10.1. Team F5 implements reasonable security measures and procedures designed to assist in protecting our Client Personal Data. Our Privacy Policy is available at https://cmdf5.com/privacy.
10.2. When registering the Account on the Website, you will have to provide the following details: your last name, first name, patronymic (if applicable), date of birth, passport information, phone number, email address, address, organization, and your designation.
10.3. You hereby confirm and voluntarily grant Team F5 permission to receive, process, store, and use the personal data, account ID data, account domain, account language, account time zone, and account administrator data, including ID, name, login, and api_hash, for the duration of the Subscription Term and before the statute of limitations for obligations under these Terms.
10.4. You have the right to withdraw your consent at any time for the gathering, using, storing, and destroying of personal data. We cannot guarantee that you will be able to use the Service going forward if you revoke this consent.
10.5. We reserve the right to ask the Client to provide a copy of a document confirming his/her identity, for the purpose of reviewing and verifying his/her age and legal capacity to perform the assumed responsibilities.
10.6. Processing of personal data should be interpreted as an action or a group of actions (operations) carried out with personal data, either with or without the use of automation tools. This includes the following: gathering, documenting, systematizing, accumulating, storing, specifying (updating, changing), extracting, using, transferring (distribution, provision, access), depersonalizing, blocking, deleting, and destroying personal data.
10.7. The Client consents to the following uses of his/her personal data processing and/or the transfer of Client information to:
10.2. When registering the Account on the Website, you will have to provide the following details: your last name, first name, patronymic (if applicable), date of birth, passport information, phone number, email address, address, organization, and your designation.
10.3. You hereby confirm and voluntarily grant Team F5 permission to receive, process, store, and use the personal data, account ID data, account domain, account language, account time zone, and account administrator data, including ID, name, login, and api_hash, for the duration of the Subscription Term and before the statute of limitations for obligations under these Terms.
10.4. You have the right to withdraw your consent at any time for the gathering, using, storing, and destroying of personal data. We cannot guarantee that you will be able to use the Service going forward if you revoke this consent.
10.5. We reserve the right to ask the Client to provide a copy of a document confirming his/her identity, for the purpose of reviewing and verifying his/her age and legal capacity to perform the assumed responsibilities.
10.6. Processing of personal data should be interpreted as an action or a group of actions (operations) carried out with personal data, either with or without the use of automation tools. This includes the following: gathering, documenting, systematizing, accumulating, storing, specifying (updating, changing), extracting, using, transferring (distribution, provision, access), depersonalizing, blocking, deleting, and destroying personal data.
10.7. The Client consents to the following uses of his/her personal data processing and/or the transfer of Client information to:
- conclude and/or fulfill these Terms, including (but not limited to) for the provision of Service by Third Parties.
- for the purpose of execution of these Terms by a Third Party, including in case of assignment of rights and obligations under these Terms by the Client to a Third Party.
- in order to take the necessary actions to collect debt from the Client for the Services, present other requirements to the Client, in case of failure to perform (the Client’s improper performance of obligations under these Terms), including in case of assignment of rights (claims arising from the agreement to the Third Parties.
- for the purposes of information and reference services, including to prepare and disseminate information in various ways.
11. INDEMNIFICATION
11.1. Client releases Team F5 and its associated partners, its directors, officers, employees, agents, and independent contractors from any liability for, and shall indemnify, defend and hold them harmless from and against any and all losses, costs, damages, claims, obligations, liabilities, costs or expenses regardless of the cause, and arising out of or attributable to the provision of the Services and any other advice or assistance provided by Team F5 (collectively, "Losses").
11.2. Additionally, the Client agrees to indemnify, defend, and hold harmless Team F5 and its affiliates, officers, directors, employees, and agents from the Losses incurred as a result of: any third-party claim arising from (i) the Client's and/or any of its Users' violation of these Terms or applicable law; and/or (ii) Client Data, including the use of Client Data by Team F5 and/or any of its subcontractors infringes or violates any third party's rights, including but not limited to intellectual property, privacy, and/or publicity rights.
11.3. Team F5 hereby agrees to defend Client, its affiliates, officers, directors, and employees, in and against any third party claim or demand against Client, alleging that Client’s authorized use of the Services infringes or constitutes misappropriation of any third party’s copyright, trademark or registered patent (“Claim”), and we will indemnify Client and hold Client harmless against any damages and costs finally awarded on such Claim by a court of competent jurisdiction or agreed to via settlement we agreed upon, including reasonable attorneys’ fees.
11.4. Team F5’s indemnity obligations under these Terms shall not apply if: (i) the Services (or any portion thereof) was modified by Client or any of its Users or any third party, but solely to the extent the Claim would have been avoided by not doing such modification; (ii) if the Services was used in combination with any other service, device, software or products, but solely to the extent that such Claim would have been avoided without such combination; and/or (iii) any Claim arising or related to, the Client Personal Data or to any events giving rise to Client’s indemnity obligations under these Terms.
11.5. Additionally, Team F5 may, at its sole discretion, take action to stop the Services, or any part of them, and to: (a) obtain the right to continue to use the Services; (b) replace or modify the allegedly infringing part of the Services so that it becomes non-infringing while giving substantially equivalent performance; or (c) if Team F5 determines that the foregoing remedies are not reasonably available, then Team F5 may require that use of the (allegedly) infringing Services (or part thereof) shall cease and in such an event, Client shall receive a prorated refund of any Fees paid for the unused portion of the Subscription Term. We may require that use of the (allegedly) infringing Services (or part thereof) cease, and in such an event, Client shall receive a prorated refund of any Fees paid for the unused portion of the Subscription Term, if Team F5 determines that the aforementioned remedies are not reasonably available.
11.2. Additionally, the Client agrees to indemnify, defend, and hold harmless Team F5 and its affiliates, officers, directors, employees, and agents from the Losses incurred as a result of: any third-party claim arising from (i) the Client's and/or any of its Users' violation of these Terms or applicable law; and/or (ii) Client Data, including the use of Client Data by Team F5 and/or any of its subcontractors infringes or violates any third party's rights, including but not limited to intellectual property, privacy, and/or publicity rights.
11.3. Team F5 hereby agrees to defend Client, its affiliates, officers, directors, and employees, in and against any third party claim or demand against Client, alleging that Client’s authorized use of the Services infringes or constitutes misappropriation of any third party’s copyright, trademark or registered patent (“Claim”), and we will indemnify Client and hold Client harmless against any damages and costs finally awarded on such Claim by a court of competent jurisdiction or agreed to via settlement we agreed upon, including reasonable attorneys’ fees.
11.4. Team F5’s indemnity obligations under these Terms shall not apply if: (i) the Services (or any portion thereof) was modified by Client or any of its Users or any third party, but solely to the extent the Claim would have been avoided by not doing such modification; (ii) if the Services was used in combination with any other service, device, software or products, but solely to the extent that such Claim would have been avoided without such combination; and/or (iii) any Claim arising or related to, the Client Personal Data or to any events giving rise to Client’s indemnity obligations under these Terms.
11.5. Additionally, Team F5 may, at its sole discretion, take action to stop the Services, or any part of them, and to: (a) obtain the right to continue to use the Services; (b) replace or modify the allegedly infringing part of the Services so that it becomes non-infringing while giving substantially equivalent performance; or (c) if Team F5 determines that the foregoing remedies are not reasonably available, then Team F5 may require that use of the (allegedly) infringing Services (or part thereof) shall cease and in such an event, Client shall receive a prorated refund of any Fees paid for the unused portion of the Subscription Term. We may require that use of the (allegedly) infringing Services (or part thereof) cease, and in such an event, Client shall receive a prorated refund of any Fees paid for the unused portion of the Subscription Term, if Team F5 determines that the aforementioned remedies are not reasonably available.
12. DISCLAIMER AND WARRANTY
12.1. Disclaimer. Except as expressly set forth herein, we make no representations and/or warranties to the extent permitted by applicable law:
12.1.1. Except as expressly set forth in these Terms, the Services and Website, and other features made available in conjunction with or through the Services are all provided "as is" and "as available" without any kind of warranty, either explicit or implied, unless otherwise stated by Team F5. Team F5 and its Affiliates disclaim all warranties, whether express, implied, statutorily mandated, or otherwise, to the fullest extent permitted by applicable law. This includes, but is not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement of proprietary rights, correctness, accuracy, and reliability.
12.1.2. Neither we nor our vendors make any representations or warranties as to the availability, timeliness, security, error-free operation, loss of data, correction of errors, or absence of viruses or other harmful code with respect to the services and sites, or with regard to the access thereto and use thereof. Furthermore, you and/or your data (including Client Personal Data) may suffer delays, failures, interception, alteration, loss, or other damages that are outside of our control. We and our vendors disclaim all liability and responsibility for any of these damages.
12.1.3. We disclaim all representations and/or warranties expressly and we do not warrant: (I) That any portion of our Website and Services (or any part thereof) complies with all applicable laws and is complete, accurate, of a certain quality, dependable, suitable for, or compatible with, any of your intended activities, devices, operating systems, browsers, software, or tools. (II) about any information, results, reports, or contact you obtain through the Website and/or Services.
12.1.2. Neither we nor our vendors make any representations or warranties as to the availability, timeliness, security, error-free operation, loss of data, correction of errors, or absence of viruses or other harmful code with respect to the services and sites, or with regard to the access thereto and use thereof. Furthermore, you and/or your data (including Client Personal Data) may suffer delays, failures, interception, alteration, loss, or other damages that are outside of our control. We and our vendors disclaim all liability and responsibility for any of these damages.
12.1.3. We disclaim all representations and/or warranties expressly and we do not warrant: (I) That any portion of our Website and Services (or any part thereof) complies with all applicable laws and is complete, accurate, of a certain quality, dependable, suitable for, or compatible with, any of your intended activities, devices, operating systems, browsers, software, or tools. (II) about any information, results, reports, or contact you obtain through the Website and/or Services.
12.2. Warranty. Without any restrictions, guarantees, or other requirements of any sort, the Website and the Services are offered "as is". Although we make every effort to guarantee the correctness of the information on the Website and the information related to the Services, we do not guarantee the completeness and accuracy of such content. Anytime without prior warning, we reserve the right to make changes to the content on the Website, the services provided, the pricing and products listed there, or both. The information on the Website might not be current, and we don't promise to update it. We could occasionally update you on details on our next product initiatives.
12.3. You guarantee and represent that: (i) you are able to enter into and carry out the obligations under these Terms; (ii) the execution and performance of your obligations under these Terms is compliant with applicable laws and does not violate the terms of any other agreement to which you are a party; (iii) you agree to abide by all applicable laws, rules, and regulations, as well as governmental orders and court orders, pertaining to the use of the Service, the Website, and these Terms; and (iv) you are legally permitted to use the Services and Website and to fulfill your obligations under these Terms.
12.4. All warranties and conditions, whether express or implied by legislation, common law, or otherwise (including but not limited to satisfactory quality and fitness for purpose), are hereby excluded to the fullest extent permitted by law, unless otherwise specified in these Terms. Regarding the outcomes of using the service or website, the functionality of the Services or Website will match your needs, and the Services or Website will run without interruption or errors, no warranty is offered.
12.3. You guarantee and represent that: (i) you are able to enter into and carry out the obligations under these Terms; (ii) the execution and performance of your obligations under these Terms is compliant with applicable laws and does not violate the terms of any other agreement to which you are a party; (iii) you agree to abide by all applicable laws, rules, and regulations, as well as governmental orders and court orders, pertaining to the use of the Service, the Website, and these Terms; and (iv) you are legally permitted to use the Services and Website and to fulfill your obligations under these Terms.
12.4. All warranties and conditions, whether express or implied by legislation, common law, or otherwise (including but not limited to satisfactory quality and fitness for purpose), are hereby excluded to the fullest extent permitted by law, unless otherwise specified in these Terms. Regarding the outcomes of using the service or website, the functionality of the Services or Website will match your needs, and the Services or Website will run without interruption or errors, no warranty is offered.
13. LIMITATION OF LIABILITY
13.1. In no event shall any Party hereto and its affiliates, subcontractors, agents, and vendors (including, the Third Party service providers) be liable under, or otherwise in connection with these Terms for: (i) any indirect, exemplary, special, consequential, incidental, or punitive damages; (ii) any loss or profits, costs, anticipated savings; (iii) any loss or, or damage to data, use, business, reputation, revenue, or goodwill; and or (iv) the failure of security measures and protections, whether in contract, tort or under any other theory of liability or otherwise, and whether or not the Party in question was informed beforehand of the possibility of such damages, and even in the event that a remedy fails to achieve its primary goal.
13.2. Except for the indemnity obligations of either Party under these Terms, your payment obligations under these Terms, or any breach of our acceptable policy by you, shall not, in any case, exceed the total aggregate liability of either Party, its Affiliates, subcontractors, agents, and vendors (including its third-party service providers) under or in connection with these terms (including the sites and services), or in any other way related to these terms (including the sites and the services). This liability limitation is cumulative rather than incident-by-incidence.
13.3. Team F5 shall not be liable to the Client for any consequences resulting from:
13.2. Except for the indemnity obligations of either Party under these Terms, your payment obligations under these Terms, or any breach of our acceptable policy by you, shall not, in any case, exceed the total aggregate liability of either Party, its Affiliates, subcontractors, agents, and vendors (including its third-party service providers) under or in connection with these terms (including the sites and services), or in any other way related to these terms (including the sites and the services). This liability limitation is cumulative rather than incident-by-incidence.
13.3. Team F5 shall not be liable to the Client for any consequences resulting from:
13.3.1. Any changes to these Terms, adjustments to the Services, or the Client's usage of the Account in whole or in part, including, but not limited to, any error, permanent or temporary interruption, discontinuance, suspension, or other type of unavailability of the Services.
13.3.2. Loss, alteration, or failure to store any Client Data.
13.3.3. The Client's or any User’s connected to the Account's usage of Client Data.
13.3.4. Client downgrading or upgrading a current subscription plan.
13.3.5. Any disclosure, loss, or unauthorized use of Client's or any User's login credentials as a result of Client's failure to keep them confidential.
13.3.6. The use of the Account or the Services by the Client using web browsers that we do not support or accept.
13.3.7. The use of any remedies that we may have against the Client or Users; for instance, if the Client or User has violated any relevant laws or committed a crime by using the Services, or any portion of them;
13.3.8. The variations in access technologies and platforms; for instance, some features, functionalities, components, or elements of the Services are intended for usage on desktop or laptop computers alone and will not work on tablets or mobile platforms;
13.3.2. Loss, alteration, or failure to store any Client Data.
13.3.3. The Client's or any User’s connected to the Account's usage of Client Data.
13.3.4. Client downgrading or upgrading a current subscription plan.
13.3.5. Any disclosure, loss, or unauthorized use of Client's or any User's login credentials as a result of Client's failure to keep them confidential.
13.3.6. The use of the Account or the Services by the Client using web browsers that we do not support or accept.
13.3.7. The use of any remedies that we may have against the Client or Users; for instance, if the Client or User has violated any relevant laws or committed a crime by using the Services, or any portion of them;
13.3.8. The variations in access technologies and platforms; for instance, some features, functionalities, components, or elements of the Services are intended for usage on desktop or laptop computers alone and will not work on tablets or mobile platforms;
13.4. Furthermore, Team F5 and its Affiliates will not be held accountable to the Client for any claims made by users, individuals, groups, or other third parties against the Client as a result of the Client's failure to:
13.4.1. Give Team F5 accurate information about the Client, Users, or Account.
13.4.2. Notify Team F5 of any circumstances that prevent a User from using the Account on the Client's behalf.
13.4.3. Guarantee the legality of the Client data.
13.4.4. Secure the authorization required to use the client data; or
13.4.5. Abide by any of the restrictions described in these Terms.
13.4.2. Notify Team F5 of any circumstances that prevent a User from using the Account on the Client's behalf.
13.4.3. Guarantee the legality of the Client data.
13.4.4. Secure the authorization required to use the client data; or
13.4.5. Abide by any of the restrictions described in these Terms.
13.5. In no event shall Team F5 and its Affiliates' total liability arising out of or relating to these Terms, whether with respect to a single incident or a series of incidents, exceed the sum of money that the Client paid for the Services in the six months preceding the first incident that gave rise to the liability. This limitation will be applicable independently of the liability theory, whether an action is launched for negligence, tort or contract breach, misrepresentation, or another reason. It will not, however, limit the Client's ability to make payments as specified by these Terms.
14. INTELLECTUAL PROPERTY RIGHTS
14.1. The Services, along with all related or underlying know-how, technology, or intellectual property, and any modifications, enhancements, or derivative works of the aforementioned (collectively, "Materials"), are the property of Team F5 and its Affiliates. The Materials may be protected by applicable copyright or other intellectual property laws and treaties. The Materials include software, API, apps framework, design, design system, text, editorial materials, informational text, documentation, photographs, illustrations, audio clips, video clips, artwork, and other graphic materials. Regarding the Materials, Team F5 is the only owner of all rights, title, and interest, including all intellectual property rights, as between the Client and Team F5.
14.2. The sole and exclusive owners and operators of the Services and Materials, widgets, platform, materials, trade names, trademarks, plans, presentations, handouts, manuals, guides, catalogs, booklets, annotations, summaries, studies, opinions, and any other related intellectual property are Team F5, its Affiliates, or the corresponding third-party vendors and hosting partners. Copyright, patent, trade secret, trademark, and other pertinent intellectual property and proprietary rights laws, as well as international agreements and treaties, safeguard our materials.
14.3. Client's use of the Services, and any sections or aspects thereof, does not grant Client any ownership rights or intellectual property rights therein, save as expressly provided in these Terms. It is strictly forbidden for Client to distribute, publish, or otherwise utilize the Services for commercial or promotional purposes without first obtaining written consent from Team F5.
14.4. Client Reference. Client agrees and acknowledges that Team F5 may use Client's name and logo to identify Client as a Team F5 client or as a user of the Services on the Website, in marketing materials, and in other public announcements, such as calls and earnings statements, shareholder materials, and the like. The Client can withdraw this right at any moment by sending an email to global@cmdf5.com.
14.5. Your Rights of Access and Use. We give you a limited, worldwide, non-exclusive, non-transferable right to access and use the Services and Website for Client's internal business purposes only during the applicable Subscription Term, subject to these Terms and your compliance therewith.
14.6. API. We might offer an API that provides additional ways to access and use the Services. The use of this API is governed by these Terms and is regarded as a part of the Services. You may only access and utilize our API for your internal business objectives, in order to establish interoperability and integration between the Services and other goods, services, or systems you use internally, without deviating from these Terms. We reserve the right at any time to modify or discontinue, temporarily or permanently, your and/or Customer’s access to the API (or any part of it) with or without notice. The API is subject to changes and modifications, and you are solely responsible to ensure that your use of the API is compatible with the current version.
14.2. The sole and exclusive owners and operators of the Services and Materials, widgets, platform, materials, trade names, trademarks, plans, presentations, handouts, manuals, guides, catalogs, booklets, annotations, summaries, studies, opinions, and any other related intellectual property are Team F5, its Affiliates, or the corresponding third-party vendors and hosting partners. Copyright, patent, trade secret, trademark, and other pertinent intellectual property and proprietary rights laws, as well as international agreements and treaties, safeguard our materials.
14.3. Client's use of the Services, and any sections or aspects thereof, does not grant Client any ownership rights or intellectual property rights therein, save as expressly provided in these Terms. It is strictly forbidden for Client to distribute, publish, or otherwise utilize the Services for commercial or promotional purposes without first obtaining written consent from Team F5.
14.4. Client Reference. Client agrees and acknowledges that Team F5 may use Client's name and logo to identify Client as a Team F5 client or as a user of the Services on the Website, in marketing materials, and in other public announcements, such as calls and earnings statements, shareholder materials, and the like. The Client can withdraw this right at any moment by sending an email to global@cmdf5.com.
14.5. Your Rights of Access and Use. We give you a limited, worldwide, non-exclusive, non-transferable right to access and use the Services and Website for Client's internal business purposes only during the applicable Subscription Term, subject to these Terms and your compliance therewith.
14.6. API. We might offer an API that provides additional ways to access and use the Services. The use of this API is governed by these Terms and is regarded as a part of the Services. You may only access and utilize our API for your internal business objectives, in order to establish interoperability and integration between the Services and other goods, services, or systems you use internally, without deviating from these Terms. We reserve the right at any time to modify or discontinue, temporarily or permanently, your and/or Customer’s access to the API (or any part of it) with or without notice. The API is subject to changes and modifications, and you are solely responsible to ensure that your use of the API is compatible with the current version.
15. JURISDICTION AND GOVERNING LAW
15.1. Governing Law. These Terms and any action related thereto shall be construed, governed and interpreted by and in accordance with the laws of the emirate of Dubai and the United Arab Emirates without effect of conflict or choice of law provisions, which are specifically excluded hereunder.
15.2. Jurisdiction. All disputes and claims arising out of or related to these Terms shall be subject to the sole and exclusive jurisdiction and venue of courts of competent jurisdiction situated in Dubai, United Arab Emirates. Team F5, nevertheless, retains the right to request an injunction in any court, anywhere in the world.
15.3. Class Action Waiver. You and Team F5 agree that each Party may only bring claims against the other in your or its individual capacity, and not as a plaintiff or class member in any purported class or representative action, as permitted by applicable law. No arbitrator or judge may combine multiple parties' claims or otherwise preside over any kind of representative or class action unless you and Team F5 mutually agree.
15.4. Arbitration. To the extent permitted under applicable laws, you and Team F5 hereby irrevocably agree to the following:
15.2. Jurisdiction. All disputes and claims arising out of or related to these Terms shall be subject to the sole and exclusive jurisdiction and venue of courts of competent jurisdiction situated in Dubai, United Arab Emirates. Team F5, nevertheless, retains the right to request an injunction in any court, anywhere in the world.
15.3. Class Action Waiver. You and Team F5 agree that each Party may only bring claims against the other in your or its individual capacity, and not as a plaintiff or class member in any purported class or representative action, as permitted by applicable law. No arbitrator or judge may combine multiple parties' claims or otherwise preside over any kind of representative or class action unless you and Team F5 mutually agree.
15.4. Arbitration. To the extent permitted under applicable laws, you and Team F5 hereby irrevocably agree to the following:
15.4.1. Any dispute, controversy or claim arising out of or related in any way to these Terms and/or any sale of goods or services hereunder or any transaction contemplated hereby which cannot be amicably resolved by the Parties through negotiation within thirty (30) days shall be solely and finally settled by arbitration administered by the Dubai International Arbitration Centre in Dubai, United Arab Emirates in accordance with its commercial arbitration rules.
15.4.2. Any dispute arising out of the formation, performance, interpretation, nullification, termination or invalidation of these Terms or arising therefrom or related thereto in any manner whatsoever, shall be settled by DIAC in accordance with the provisions set forth under the DIAC Arbitration Rules (the “Rules”).
15.4.3. The language of the arbitration shall be English.
15.4.4. The arbitrator(s) shall be bound to adjudicate all disputes in accordance with the laws of the Emirate of Dubai and the United Arab Emirates.
15.4.5. The decision of the arbitrator(s) shall be in writing with written findings of fact and shall be final and binding on the Parties. The arbitrator(s) shall be empowered to award money damages, but shall not be empowered to award consequential damages, indirect damages, special damages, exemplary damages, punitive damages, or require specific performance.
15.4.6. This arbitration section provides the sole recourse for the settlement of any disputes arising out of, in connection with, or related to these Terms.
15.4.7. The arbitration proceeding shall be carried out by One (1) arbitrator. The decision of the arbitrator shall be in writing with written findings of fact and legal reasoning and shall be final and binding on the Parties. The arbitrator shall be empowered to award money damages, consequential damages, indirect damages, special damages, exemplary damages, punitive damages or specific performance. The arbitral award and/or decision shall be enforceable in any court in any jurisdiction in which Company’s assets are located.
15.4.8. The costs and expenses of the settlement and/or resolution of disputes are borne be the Party against which the decision is rendered. The place of the arbitration shall be Dubai, United Arab Emirates in English language. This DISPUTE RESOLUTION paragraph provides the sole recourse for the settlement of any disputes arising out of, in connection with, or related to this Agreement, and arbitration proceedings described herein shall be the exclusive form of dispute resolution.
15.4.2. Any dispute arising out of the formation, performance, interpretation, nullification, termination or invalidation of these Terms or arising therefrom or related thereto in any manner whatsoever, shall be settled by DIAC in accordance with the provisions set forth under the DIAC Arbitration Rules (the “Rules”).
15.4.3. The language of the arbitration shall be English.
15.4.4. The arbitrator(s) shall be bound to adjudicate all disputes in accordance with the laws of the Emirate of Dubai and the United Arab Emirates.
15.4.5. The decision of the arbitrator(s) shall be in writing with written findings of fact and shall be final and binding on the Parties. The arbitrator(s) shall be empowered to award money damages, but shall not be empowered to award consequential damages, indirect damages, special damages, exemplary damages, punitive damages, or require specific performance.
15.4.6. This arbitration section provides the sole recourse for the settlement of any disputes arising out of, in connection with, or related to these Terms.
15.4.7. The arbitration proceeding shall be carried out by One (1) arbitrator. The decision of the arbitrator shall be in writing with written findings of fact and legal reasoning and shall be final and binding on the Parties. The arbitrator shall be empowered to award money damages, consequential damages, indirect damages, special damages, exemplary damages, punitive damages or specific performance. The arbitral award and/or decision shall be enforceable in any court in any jurisdiction in which Company’s assets are located.
15.4.8. The costs and expenses of the settlement and/or resolution of disputes are borne be the Party against which the decision is rendered. The place of the arbitration shall be Dubai, United Arab Emirates in English language. This DISPUTE RESOLUTION paragraph provides the sole recourse for the settlement of any disputes arising out of, in connection with, or related to this Agreement, and arbitration proceedings described herein shall be the exclusive form of dispute resolution.
15.5. Other Laws. We offer no guarantees or representations that the use of the Services is appropriate in your jurisdiction, with the exception of what is clearly mentioned in these Terms. Apart from what is stated here, it is your responsibility to abide with any applicable local, state, federal, or other laws when using the Services.
16. MISCELLANEOUS:
16.1. Relationship between us
16.1.1. The relationship between the Client and Team F5 is non-exclusive: Team F5 may represent, perform services for, and contract with as many additional clients, persons, or companies as Team F5 in its sole discretion sees fit.
16.1.2. The Parties are independent parties and nothing in these Terms will be construed as creating an employer-employee relationship between us.
16.1.2. The Parties are independent parties and nothing in these Terms will be construed as creating an employer-employee relationship between us.
16.2. Assignment
16.2.1. You may not transfer, assign, charge or otherwise dispose of these Terms or any of your rights or obligations arising hereunder, without our prior written consent.
16.2.2. We may transfer, assign, charge, sub-contract or otherwise dispose of these Terms, or any of our rights or obligations arising hereunder, at any time.
16.2.2. We may transfer, assign, charge, sub-contract or otherwise dispose of these Terms, or any of our rights or obligations arising hereunder, at any time.
16.3. Force Majeure
16.3.1. Under circumstances constituting force majeure such as: natural disasters, epidemics, civil disorder, or other circumstances which are beyond the Parties' control, the period of performance of the obligations shall be extended for the duration of such circumstances.
16.3.2. The circumstances last for more than sixty (60) days, Client shall have the right to terminate the execution of the obligations under these Terms.
16.3.3. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations caused by events outside our reasonable control (a “Force Majeure Event”).
16.3.4. A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes but is not limited to: (i) strikes, lock-outs or other industrial action; (ii) civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war; (iii) fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster; (iv) impossibility of the use of public or private telecommunications networks; (v) the acts, decrees, legislation, regulations or restrictions of any government.
16.3.5. Our performance of our obligations shall be deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to an end or to find a solution by which our obligations under these Terms may be performed despite the Force Majeure Event.
16.3.2. The circumstances last for more than sixty (60) days, Client shall have the right to terminate the execution of the obligations under these Terms.
16.3.3. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations caused by events outside our reasonable control (a “Force Majeure Event”).
16.3.4. A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes but is not limited to: (i) strikes, lock-outs or other industrial action; (ii) civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war; (iii) fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster; (iv) impossibility of the use of public or private telecommunications networks; (v) the acts, decrees, legislation, regulations or restrictions of any government.
16.3.5. Our performance of our obligations shall be deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to an end or to find a solution by which our obligations under these Terms may be performed despite the Force Majeure Event.
16.4. Publicity
You grant us the right to add your name and company logo to our customer list and website.
16.5. Our Contacts
Calls for technical support, payment, quality of timely receipt of services and other issues regarding card transactions are accepted by phone +1 872 588 81 05 or by email global@cmdf5.com.
These Licensing Terms (hereinafter referred to as “Licensing Terms”) define the order of granting a worldwide, non-exclusive, no sublicensable, non-assignable and revocable license for the use of any and all the Products available for purchase and use and is entered into by any legally capable natural person or legal entities using the Services in accordance with the Terms.
Use of the Products is only permitted if the Licensee agrees to these Licensing Terms in whole and without modifications. Any use of the Products in violation (non-fulfillment) of these Licensing Terms is strictly forbidden.
License means the non-exclusive right for the use of the Products.
Licensor means the company - Team F5 FZE, a limited liability company formally registered with Dubai World Trade Center Authority under License No. L-2638, and registered address: FZF 039 SRT, Floor 04, Sheikh Rashid Tower, Dubai World Trade Center, Dubai, UAE, and its affiliated companies.
Licensee means any legal entity or any individual who has ordered, acquired and received a non-exclusive License to use the Products.
Products means any product or products owned, licensed or sublicensed to the Licensor (both as a whole and its components) and are covered in whole or in part or which include all or part of the Products or any part thereof and/or any upgrades thereto.
Terms means these Licensing Terms, the Terms & Conditions for Services and Privacy Policy altogether.
Effective Date means the date the Licensee purchased the Products in full.
The Parties acknowledge that the Products have come to signify a high level of quality to the purchasing public. The Parties further agree that it is important to the Parties and to the purchasing public that the goodwill in the Products be retained and enhanced, and that the provision of quality products and services under the Products are part of the essence of these Licensing Terms. In furtherance thereof, the Licensee agrees to maintain a level of quality generally consistent with the high level of quality maintained by the Licensor in the operation of its business. The Licensee understands that all uses of the Products shall be subject to the reasonable approval and quality control of the Licensor for the purposes of maintaining the goodwill associated with the Products.
Licensor hereby represents and warrants to the Licensee that the Products licensed to the Licensee pursuant to these Licensing Terms do not, to the best of Licensor' s knowledge, infringe on the trademarks, service marks, trade names, or other intellectual property rights of any third party. Licensor agrees to take all actions required to maintain all registrations currently possessed by Licensor with respect to the Products. Nothing in these Licensing Terms shall be deemed or construed to grant Licensor the right to receive, use, purchase or receive assignment of any patent, trade mark, trade name, service mark, invention, copyright, trade secret, or other intellectual property right created by the Licensee before, after or during the Term.
Unless otherwise specifically permitted by the Licensor, the Licensee may not grant access to the Products to any third party. In addition, the Licensee shall promptly notify the Licensor of any use of the Products by any third party other than the Licensor and the Licensee or as otherwise contemplated herein.
No Right to Sub-license. The rights and License granted to the Licensee do not confer to the Licensee the right to grant to others the right or license to make, use, lease or sell the Products.
(i) delivered by hand (with written confirmation of receipt), (ii) sent by telecopier or electronic mail (with electronic confirmation of receipt), or (iii) when received by the addressee, if sent by a nationally recognized overnight delivery service (receipt requested), in each case to the appropriate addresses and telecopier numbers of the party or parties to whom such notice is sent as set forth with their respective signatures hereon. Each party is permitted to change its notice address by giving notice of such change to the other party as set forth in this section.
(a) the Licensor has a license for the Products;
(b) the Licensor has the right and authority to grant to the Licensee all of the rights to the Products under these Licensing Terms;
(c) the Licensor is a company in good standing under the laws of its jurisdiction;
(d) The Licensor shall not and will not: (i) conflict with or violate the Licensor's constating documents, as applicable; (ii) conflict with or result in a breach of, or constitute a default under, any note, security agreement, commitment, contract, or other agreement, instrument, or undertaking to which the Licensor is a party or by which any of its property is bound; and (iii) conflict with or violate any other agreement, document, or instrument now or hereafter executed and delivered pursuant thereto or in connection herewith; and
(e) these Licensing Terms constitute a legal, valid and binding obligation of the Licensor in accordance with the terms herein.
5.2. Licensee Representations. The Licensee represents and warrants to the Licensor (and acknowledges that the Licensor is relying on such representations and warranties) that, except as otherwise disclosed herein:
(a) the Licensee is a company or an individual in good standing under the laws of its jurisdiction;
(b) The Licensee shall not and will not: (i) conflict with or violate the Licensee's constating documents, as applicable; (ii) conflict with or result in a breach of, or constitute a default under, any note, security agreement, commitment, contract, or other agreement, instrument, or undertaking to which the Licensee is a party or by which any of its property is bound; and (iii) conflict with or violate any other agreement, document, or instrument now or hereafter executed and delivered pursuant thereto or in connection herewith; and
(c) These Licensing terms constitute a legal, valid and binding obligation of the Licensee in accordance with the terms herein.
Use of the Products is only permitted if the Licensee agrees to these Licensing Terms in whole and without modifications. Any use of the Products in violation (non-fulfillment) of these Licensing Terms is strictly forbidden.
License means the non-exclusive right for the use of the Products.
Licensor means the company - Team F5 FZE, a limited liability company formally registered with Dubai World Trade Center Authority under License No. L-2638, and registered address: FZF 039 SRT, Floor 04, Sheikh Rashid Tower, Dubai World Trade Center, Dubai, UAE, and its affiliated companies.
Licensee means any legal entity or any individual who has ordered, acquired and received a non-exclusive License to use the Products.
Products means any product or products owned, licensed or sublicensed to the Licensor (both as a whole and its components) and are covered in whole or in part or which include all or part of the Products or any part thereof and/or any upgrades thereto.
Terms means these Licensing Terms, the Terms & Conditions for Services and Privacy Policy altogether.
Effective Date means the date the Licensee purchased the Products in full.
1. Grant of License
Licensor hereby grants to the Licensee the License to use its Products with the scope of usage in the operations of the Licensee's business. All goodwill associated with the use of the Products shall inure to the sole benefit of the Licensor. The grant of the License shall not be construed as restricting or limiting the Licensor's right to use its Products for its own account, or to license the use of the same to any other person free and clear of any claims of the Licensee.The Parties acknowledge that the Products have come to signify a high level of quality to the purchasing public. The Parties further agree that it is important to the Parties and to the purchasing public that the goodwill in the Products be retained and enhanced, and that the provision of quality products and services under the Products are part of the essence of these Licensing Terms. In furtherance thereof, the Licensee agrees to maintain a level of quality generally consistent with the high level of quality maintained by the Licensor in the operation of its business. The Licensee understands that all uses of the Products shall be subject to the reasonable approval and quality control of the Licensor for the purposes of maintaining the goodwill associated with the Products.
Licensor hereby represents and warrants to the Licensee that the Products licensed to the Licensee pursuant to these Licensing Terms do not, to the best of Licensor' s knowledge, infringe on the trademarks, service marks, trade names, or other intellectual property rights of any third party. Licensor agrees to take all actions required to maintain all registrations currently possessed by Licensor with respect to the Products. Nothing in these Licensing Terms shall be deemed or construed to grant Licensor the right to receive, use, purchase or receive assignment of any patent, trade mark, trade name, service mark, invention, copyright, trade secret, or other intellectual property right created by the Licensee before, after or during the Term.
Unless otherwise specifically permitted by the Licensor, the Licensee may not grant access to the Products to any third party. In addition, the Licensee shall promptly notify the Licensor of any use of the Products by any third party other than the Licensor and the Licensee or as otherwise contemplated herein.
No Right to Sub-license. The rights and License granted to the Licensee do not confer to the Licensee the right to grant to others the right or license to make, use, lease or sell the Products.
2. Indemnification
Each party (the "Indemnifying Party") hereby agrees to indemnify, defend and hold harmless the other party, together with its members, shareholders, managers, officers, directors, employees, affiliates and agents (the "Indemnitees"), from and against any claim, action, suit, right, damage, loss , expense or cost (including, but not limited to, reasonable attorney’s fees and court costs) arising out of: (a) acts and omissions to act of the Indemnifying Party with respect to the subject matter of these Licensing Terms after the Effective Date; or (b) the breach of any representation or warranty made by the Indemnifying Party in these Licensing Terms.3. Notices
Any notice, request, approval, consent, demand or other communication shall be effective upon the first to occur of the following:(i) delivered by hand (with written confirmation of receipt), (ii) sent by telecopier or electronic mail (with electronic confirmation of receipt), or (iii) when received by the addressee, if sent by a nationally recognized overnight delivery service (receipt requested), in each case to the appropriate addresses and telecopier numbers of the party or parties to whom such notice is sent as set forth with their respective signatures hereon. Each party is permitted to change its notice address by giving notice of such change to the other party as set forth in this section.
4. Further Assurances
From time to time at a party's request and without further consideration, the other party shall execute and deliver such further instruments and, upon reimbursement for actual reasonable out-of-pocket expenses, take such other action as the requesting party reasonably may require, to more effectively accomplish the transactions contemplated by these Licensing Terms.5. Representations and Warranties
5.1. Licensor Representations. The Licensor represents and warrants to the Licensee (and acknowledges that the Licensee is relying on such representations and warranties) that, except as otherwise disclosed herein:(a) the Licensor has a license for the Products;
(b) the Licensor has the right and authority to grant to the Licensee all of the rights to the Products under these Licensing Terms;
(c) the Licensor is a company in good standing under the laws of its jurisdiction;
(d) The Licensor shall not and will not: (i) conflict with or violate the Licensor's constating documents, as applicable; (ii) conflict with or result in a breach of, or constitute a default under, any note, security agreement, commitment, contract, or other agreement, instrument, or undertaking to which the Licensor is a party or by which any of its property is bound; and (iii) conflict with or violate any other agreement, document, or instrument now or hereafter executed and delivered pursuant thereto or in connection herewith; and
(e) these Licensing Terms constitute a legal, valid and binding obligation of the Licensor in accordance with the terms herein.
5.2. Licensee Representations. The Licensee represents and warrants to the Licensor (and acknowledges that the Licensor is relying on such representations and warranties) that, except as otherwise disclosed herein:
(a) the Licensee is a company or an individual in good standing under the laws of its jurisdiction;
(b) The Licensee shall not and will not: (i) conflict with or violate the Licensee's constating documents, as applicable; (ii) conflict with or result in a breach of, or constitute a default under, any note, security agreement, commitment, contract, or other agreement, instrument, or undertaking to which the Licensee is a party or by which any of its property is bound; and (iii) conflict with or violate any other agreement, document, or instrument now or hereafter executed and delivered pursuant thereto or in connection herewith; and
(c) These Licensing terms constitute a legal, valid and binding obligation of the Licensee in accordance with the terms herein.
Team F5 FZE, hereinafter referred to as the "Licensee”, on the one hand, and Company, hereinafter referred to as the "Sublicensee", on the other hand, concluded this Sublicense Agreement (further – “Agreement”) about the following:
1.2. Licensee – Team F5 FZE, authorized by the Licensor to grant Licenses for a fee.
1.3. Sublicensee – any individual or legal entity that has the right to use the Software in their own interest in accordance with the requirements of the current legislation, this Agreement and the Terms of Use Agreement.
1.4. Software – computer software "Kommo" (as a whole and its components), which is a set of data and commands represented in objective form, including source code, database, audiovisual works included by Licensor in the structure of the specified Software, as well as any documentation on its use.
1.5. Use of Software – use of functional features and/or launch in the manner specified in the user (technical) documentation, this Agreement and the Terms Of Use Agreement.
1.6. License Fee - payment made by the Sublicensee to the Licensee under this Agreement for granting the right to use the Software.
1.7. Terms Of Use Agreement – agreement, defining the terms and procedure for granting the right to use and access (a non-exclusive, non-transferable, revocable license) the Software strictly in accordance with the agreement, posted on the Licensor's website at the following address: https://www.kommo.com/terms/.
2.2. The Parties have agreed that the Sublicensee has the right to extend (prolong) the License in the current account of the Sublicensee and increase the number of accesses (Authorized Users) to the account for an additional fee, by paying the corresponding Invoice.
2.3. The Licensee grants to the Sublicensee the right to use the Software without territorial limitation.
2.4. The Sublicensee has the right to use only one Account under each license in the manner provided by the Terms Of Use Agreement for the corresponding Software and solely for the Sublicensee's own use, without the right to sublicense to third parties.
3.2. Payment of the Licensee's remuneration for granting the right to use the Software under this Agreement shall be made within 30 (thirty) banking days from the date of signing of this Agreement.
3.3. The total amount under this Agreement shall be determined by the respective Invoices.
3.4. The Sublicensee has no right to make selective payment for the items of the Invoice and demand from the Licensee to perform on the selected items.
3.5. The moment of fulfillment of the obligation to pay the invoice is the date of receipt of funds to the Licensee's account.
3.6. The Licensee grants to the Sublicensee the right to use the Software in accordance with the Invoice, but not earlier than the moment of receipt of payment under the Agreement, within the time period specified in the corresponding Invoice.
4.2. The Sublicensee undertakes to prevent copyright violation by the Licensor, to prevent violation of the Licensee's rights, rights of third parties and to comply with the terms and conditions of this Agreement when using the obtained Software. The Sublicensee undertakes to reproduce the Software for the sole purpose of use for personal/economic purposes as an end user, not to perform actions to bypass the technical means of protection of the Software, not to transfer the right to use the Software and not to allow the use of the Software by any persons who do not have the right to such use, not to distribute the Software.
4.3. The Sublicensee is prohibited from any independent modification of the Software.
4.4. The Sublicensee shall independently ensure the availability of equipment that meets technical requirements for the use of the Software and access to the Internet.
4.5. The Sublicensee guarantees that it has all necessary rights to all data, computer programs or services, which are used by them in relation to the use of the Software, and that such actions do not violate the rights of third parties.
5.2. Modifications and additions to this Agreement shall be considered valid only if they are executed in writing and signed by authorized representatives of both Parties.
5.3. In case of termination of this Agreement by any party and on any grounds, the Sublicensee and Authorized Users are obliged to stop using the Software completely.
6.2. The Licensee shall not be liable to the Sublicensee for any damage, any loss of income, profit, information or savings associated with the use or inability to use the Program, including in case of prior notification by the Licensee of the possibility of such damage, or for any claim of a third party.
6.3. In case of violation of the terms of this Agreement by the Sublicensee, the Licensee reserves the right to restrict the non-exclusive rights to use the Software.
6.4. In case of any disagreements between the Parties in the performance of this Agreement, the Parties undertake to resolve them in written claim procedure. The term of response to the claim is 15 (fifteen) calendar days from the date of its receipt by the Party.
7.2. Statements, notices, notifications, demands or other legally significant communications, to which the Contract binds civil law consequences for the Parties, entails such consequences for the Party from the moment of delivery of the corresponding communication to the Party or its representative.
1. Definitions
1.1. Licensor (Copyright Holder) – QSOFT LLC, 222 Columbus Ave Suite 407 San Francisco, CA 94133-4589, tel.: +1 (415) 689-3152.1.2. Licensee – Team F5 FZE, authorized by the Licensor to grant Licenses for a fee.
1.3. Sublicensee – any individual or legal entity that has the right to use the Software in their own interest in accordance with the requirements of the current legislation, this Agreement and the Terms of Use Agreement.
1.4. Software – computer software "Kommo" (as a whole and its components), which is a set of data and commands represented in objective form, including source code, database, audiovisual works included by Licensor in the structure of the specified Software, as well as any documentation on its use.
1.5. Use of Software – use of functional features and/or launch in the manner specified in the user (technical) documentation, this Agreement and the Terms Of Use Agreement.
1.6. License Fee - payment made by the Sublicensee to the Licensee under this Agreement for granting the right to use the Software.
1.7. Terms Of Use Agreement – agreement, defining the terms and procedure for granting the right to use and access (a non-exclusive, non-transferable, revocable license) the Software strictly in accordance with the agreement, posted on the Licensor's website at the following address: https://www.kommo.com/terms/.
2. Subject of the Agreement
2.1. The Licensor grants the Sublicensee the right to use the "Kommo" Software (hereinafter referred to as the License), specified in the Invoice for payment under this Agreement, which is an integral part of this Agreement, on the terms of a simple (non-exclusive) license and/or extension of rights to use the corresponding Software, and the Sublicensee accepts and pays for the right to use this Software in accordance with the terms of this Agreement.2.2. The Parties have agreed that the Sublicensee has the right to extend (prolong) the License in the current account of the Sublicensee and increase the number of accesses (Authorized Users) to the account for an additional fee, by paying the corresponding Invoice.
2.3. The Licensee grants to the Sublicensee the right to use the Software without territorial limitation.
2.4. The Sublicensee has the right to use only one Account under each license in the manner provided by the Terms Of Use Agreement for the corresponding Software and solely for the Sublicensee's own use, without the right to sublicense to third parties.
3. Payment Procedure and Fulfillment of Obligations
3.1. For granting the right to use the Software the Sublicensee undertakes to pay to the Licensee the remuneration in the amount specified in the corresponding Invoice.3.2. Payment of the Licensee's remuneration for granting the right to use the Software under this Agreement shall be made within 30 (thirty) banking days from the date of signing of this Agreement.
3.3. The total amount under this Agreement shall be determined by the respective Invoices.
3.4. The Sublicensee has no right to make selective payment for the items of the Invoice and demand from the Licensee to perform on the selected items.
3.5. The moment of fulfillment of the obligation to pay the invoice is the date of receipt of funds to the Licensee's account.
3.6. The Licensee grants to the Sublicensee the right to use the Software in accordance with the Invoice, but not earlier than the moment of receipt of payment under the Agreement, within the time period specified in the corresponding Invoice.
4. Terms and Conditions for Use of Software and Restrictions
4.1. The Sublicensee is granted the right to use the Software within the framework of this Agreement and the Terms of Use Agreement.4.2. The Sublicensee undertakes to prevent copyright violation by the Licensor, to prevent violation of the Licensee's rights, rights of third parties and to comply with the terms and conditions of this Agreement when using the obtained Software. The Sublicensee undertakes to reproduce the Software for the sole purpose of use for personal/economic purposes as an end user, not to perform actions to bypass the technical means of protection of the Software, not to transfer the right to use the Software and not to allow the use of the Software by any persons who do not have the right to such use, not to distribute the Software.
4.3. The Sublicensee is prohibited from any independent modification of the Software.
4.4. The Sublicensee shall independently ensure the availability of equipment that meets technical requirements for the use of the Software and access to the Internet.
4.5. The Sublicensee guarantees that it has all necessary rights to all data, computer programs or services, which are used by them in relation to the use of the Software, and that such actions do not violate the rights of third parties.
5. Validity, Modification and Termination of the Agreement
5.1. This Agreement shall come into force since the signing and shall remain in force till the Parties fulfill their obligations under this Agreement in full.5.2. Modifications and additions to this Agreement shall be considered valid only if they are executed in writing and signed by authorized representatives of both Parties.
5.3. In case of termination of this Agreement by any party and on any grounds, the Sublicensee and Authorized Users are obliged to stop using the Software completely.
6. Responsibility of the Parties
6.1. If errors are detected while using the Software, the Licensee will take measures to correct them as soon as possible. The Parties agree that the exact term of error correction is determined by the Licensee independently, as the Software closely interacts with other third-party software, operating systems and hardware resources of the Sublicensee's computer. The Licensee is not responsible for the operability of the Software "Kommo".6.2. The Licensee shall not be liable to the Sublicensee for any damage, any loss of income, profit, information or savings associated with the use or inability to use the Program, including in case of prior notification by the Licensee of the possibility of such damage, or for any claim of a third party.
6.3. In case of violation of the terms of this Agreement by the Sublicensee, the Licensee reserves the right to restrict the non-exclusive rights to use the Software.
6.4. In case of any disagreements between the Parties in the performance of this Agreement, the Parties undertake to resolve them in written claim procedure. The term of response to the claim is 15 (fifteen) calendar days from the date of its receipt by the Party.
7. Additional Provisions
7.1.In case the Licensee loses the right to use or distribute the Software to third parties, the Licensee shall notify the Sublicensee in writing no later than 10 (ten) calendar days.7.2. Statements, notices, notifications, demands or other legally significant communications, to which the Contract binds civil law consequences for the Parties, entails such consequences for the Party from the moment of delivery of the corresponding communication to the Party or its representative.
Team F5 FZE, hereinafter referred to as the "Licensee”, on the one hand, and Company, hereinafter referred to as the "Sublicensee", on the other hand, concluded this Sublicense Agreement (further – “Agreement”) about the following:
1.2. Licensee – Team F5 FZE, authorized by the Licensor to grant Licenses for a fee.
1.3. Sublicensee – any individual or legal entity that has the right to use the Software in their own interest in accordance with the requirements of the current legislation, this Agreement and the Terms of Use Agreement.
1.4. Software – computer software "amoCRM" (as a whole and its components), which is a set of data and commands represented in objective form, including source code, database, audiovisual works included by Licensor in the structure of the specified Software, as well as any documentation on its use.
1.5. Use of Software – use of functional features and/or launch in the manner specified in the user (technical) documentation, this Agreement and the Terms Of Use Agreement.
1.6. License Fee - payment made by the Sublicensee to the Licensee under this Agreement for granting the right to use the Software.
1.7. Terms Of Use Agreement – agreement, defining the terms and procedure for granting the right to use and access (a non-exclusive, non-transferable, revocable license) the Software strictly in accordance with the agreement, posted on the Licensor's website at the following address: https://www.amocrm.ru/agreement/.
2.2. The Parties have agreed that the Sublicensee has the right to extend (prolong) the License in the current account of the Sublicensee and increase the number of accesses (Authorized Users) to the account for an additional fee, by paying the corresponding Invoice.
2.3. The Licensee grants to the Sublicensee the right to use the Software without territorial limitation.
2.4. The Sublicensee has the right to use only one Account under each license in the manner provided by the Terms Of Use Agreement for the corresponding Software and solely for the Sublicensee's own use, without the right to sublicense to third parties.
3.2. Payment of the Licensee's remuneration for granting the right to use the Software under this Agreement shall be made within 30 (thirty) banking days from the date of signing of this Agreement.
3.3. The total amount under this Agreement shall be determined by the respective Invoices.
3.4. The Sublicensee has no right to make selective payment for the items of the Invoice and demand from the Licensee to perform on the selected items.
3.5. The moment of fulfillment of the obligation to pay the invoice is the date of receipt of funds to the Licensee's account.
3.6. The Licensee grants to the Sublicensee the right to use the Software in accordance with the Invoice, but not earlier than the moment of receipt of payment under the Agreement, within the time period specified in the corresponding Invoice.
4.2. The Sublicensee undertakes to prevent copyright violation by the Licensor, to prevent violation of the Licensee's rights, rights of third parties and to comply with the terms and conditions of this Agreement when using the obtained Software. The Sublicensee undertakes to reproduce the Software for the sole purpose of use for personal/economic purposes as an end user, not to perform actions to bypass the technical means of protection of the Software, not to transfer the right to use the Software and not to allow the use of the Software by any persons who do not have the right to such use, not to distribute the Software.
4.3. The Sublicensee is prohibited from any independent modification of the Software.
4.4. The Sublicensee shall independently ensure the availability of equipment that meets technical requirements for the use of the Software and access to the Internet.
4.5. The Sublicensee guarantees that it has all necessary rights to all data, computer programs or services, which are used by them in relation to the use of the Software, and that such actions do not violate the rights of third parties.
5.2. Modifications and additions to this Agreement shall be considered valid only if they are executed in writing and signed by authorized representatives of both Parties.
5.3. In case of termination of this Agreement by any party and on any grounds, the Sublicensee and Authorized Users are obliged to stop using the Software completely.
6.2. The Licensee shall not be liable to the Sublicensee for any damage, any loss of income, profit, information or savings associated with the use or inability to use the Program, including in case of prior notification by the Licensee of the possibility of such damage, or for any claim of a third party.
6.3. In case of violation of the terms of this Agreement by the Sublicensee, the Licensee reserves the right to restrict the non-exclusive rights to use the Software.
6.4. In case of any disagreements between the Parties in the performance of this Agreement, the Parties undertake to resolve them in written claim procedure. The term of response to the claim is 15 (fifteen) calendar days from the date of its receipt by the Party.
7.2. Statements, notices, notifications, demands or other legally significant communications, to which the Contract binds civil law consequences for the Parties, entails such consequences for the Party from the moment of delivery of the corresponding communication to the Party or its representative.
1. Definitions
1.1. Licensor (Copyright Holder) – amoCRM JSC (Tax ID: 7709477879), 109004, Moscow, Zemlyanoy Val 60, pom. 1/1.1.2. Licensee – Team F5 FZE, authorized by the Licensor to grant Licenses for a fee.
1.3. Sublicensee – any individual or legal entity that has the right to use the Software in their own interest in accordance with the requirements of the current legislation, this Agreement and the Terms of Use Agreement.
1.4. Software – computer software "amoCRM" (as a whole and its components), which is a set of data and commands represented in objective form, including source code, database, audiovisual works included by Licensor in the structure of the specified Software, as well as any documentation on its use.
1.5. Use of Software – use of functional features and/or launch in the manner specified in the user (technical) documentation, this Agreement and the Terms Of Use Agreement.
1.6. License Fee - payment made by the Sublicensee to the Licensee under this Agreement for granting the right to use the Software.
1.7. Terms Of Use Agreement – agreement, defining the terms and procedure for granting the right to use and access (a non-exclusive, non-transferable, revocable license) the Software strictly in accordance with the agreement, posted on the Licensor's website at the following address: https://www.amocrm.ru/agreement/.
2. Subject of the Agreement
2.1. The Licensor grants the Sublicensee the right to use the "amoCRM" Software (hereinafter referred to as the License), specified in the Invoice for payment under this Agreement, which is an integral part of this Agreement, on the terms of a simple (non-exclusive) license and/or extension of rights to use the corresponding Software, and the Sublicensee accepts and pays for the right to use this Software in accordance with the terms of this Agreement.2.2. The Parties have agreed that the Sublicensee has the right to extend (prolong) the License in the current account of the Sublicensee and increase the number of accesses (Authorized Users) to the account for an additional fee, by paying the corresponding Invoice.
2.3. The Licensee grants to the Sublicensee the right to use the Software without territorial limitation.
2.4. The Sublicensee has the right to use only one Account under each license in the manner provided by the Terms Of Use Agreement for the corresponding Software and solely for the Sublicensee's own use, without the right to sublicense to third parties.
3. Payment Procedure and Fulfillment of Obligations
3.1. For granting the right to use the Software the Sublicensee undertakes to pay to the Licensee the remuneration in the amount specified in the corresponding Invoice.3.2. Payment of the Licensee's remuneration for granting the right to use the Software under this Agreement shall be made within 30 (thirty) banking days from the date of signing of this Agreement.
3.3. The total amount under this Agreement shall be determined by the respective Invoices.
3.4. The Sublicensee has no right to make selective payment for the items of the Invoice and demand from the Licensee to perform on the selected items.
3.5. The moment of fulfillment of the obligation to pay the invoice is the date of receipt of funds to the Licensee's account.
3.6. The Licensee grants to the Sublicensee the right to use the Software in accordance with the Invoice, but not earlier than the moment of receipt of payment under the Agreement, within the time period specified in the corresponding Invoice.
4. Terms and Conditions for Use of Software and Restrictions
4.1. The Sublicensee is granted the right to use the Software within the framework of this Agreement and the Terms of Use Agreement.4.2. The Sublicensee undertakes to prevent copyright violation by the Licensor, to prevent violation of the Licensee's rights, rights of third parties and to comply with the terms and conditions of this Agreement when using the obtained Software. The Sublicensee undertakes to reproduce the Software for the sole purpose of use for personal/economic purposes as an end user, not to perform actions to bypass the technical means of protection of the Software, not to transfer the right to use the Software and not to allow the use of the Software by any persons who do not have the right to such use, not to distribute the Software.
4.3. The Sublicensee is prohibited from any independent modification of the Software.
4.4. The Sublicensee shall independently ensure the availability of equipment that meets technical requirements for the use of the Software and access to the Internet.
4.5. The Sublicensee guarantees that it has all necessary rights to all data, computer programs or services, which are used by them in relation to the use of the Software, and that such actions do not violate the rights of third parties.
5. Validity, Modification and Termination of the Agreement
5.1. This Agreement shall come into force since the signing and shall remain in force till the Parties fulfill their obligations under this Agreement in full.5.2. Modifications and additions to this Agreement shall be considered valid only if they are executed in writing and signed by authorized representatives of both Parties.
5.3. In case of termination of this Agreement by any party and on any grounds, the Sublicensee and Authorized Users are obliged to stop using the Software completely.
6. Responsibility of the Parties
6.1. If errors are detected while using the Software, the Licensee will take measures to correct them as soon as possible. The Parties agree that the exact term of error correction is determined by the Licensee independently, as the Software closely interacts with other third-party software, operating systems and hardware resources of the Sublicensee's computer. The Licensee is not responsible for the operability of the Software "amoCRM".6.2. The Licensee shall not be liable to the Sublicensee for any damage, any loss of income, profit, information or savings associated with the use or inability to use the Program, including in case of prior notification by the Licensee of the possibility of such damage, or for any claim of a third party.
6.3. In case of violation of the terms of this Agreement by the Sublicensee, the Licensee reserves the right to restrict the non-exclusive rights to use the Software.
6.4. In case of any disagreements between the Parties in the performance of this Agreement, the Parties undertake to resolve them in written claim procedure. The term of response to the claim is 15 (fifteen) calendar days from the date of its receipt by the Party.
7. Additional Provisions
7.1.In case the Licensee loses the right to use or distribute the Software to third parties, the Licensee shall notify the Sublicensee in writing no later than 10 (ten) calendar days.7.2. Statements, notices, notifications, demands or other legally significant communications, to which the Contract binds civil law consequences for the Parties, entails such consequences for the Party from the moment of delivery of the corresponding communication to the Party or its representative.
Team F5 FZE, hereinafter referred to as the "Contractor", on the one hand, and Company, hereinafter referred to as the "Customer", concluded this Contract (further – “Contract”) about the following:
1.2. The list of services provided, their cost, payment procedure, the time periods of provision of services shall be determined in accordance with the Application (Appendices No.1 to this Contract).
2.2. The date of fulfillment by the Customer of obligations to pay for the services of the Contractor is the day the funds are received on the account of the Contractor.
2.3. Payment of the Invoice confirms the complete and unconditional consent of the Customer with the terms of this Contract.
3.1.1. Timely and properly provide services in accordance with the Application signed by the Customer.
3.1.2. When providing services, not to violate the rights of third parties.
3.1.3. Immediately inform the Customer if it is impossible to fulfill his obligations within the period established by the Contract or agreed by the Parties.
3.1.4. Send documents to the Customer by email. At the request of the Customer the Contractor undertakes to send the originals of the documents by postal or courier delivery service.
3.2. The Contractor has the right to:
3.2.1. Demand timely payment for services by the Customer.
3.2.2. Request from the Customer the information necessary for the proper fulfillment of obligations under the Contract (access to programs and services, agreed technical conditions, etc.).
3.2.3. Suspend the provision of services if the Customer violates the payment terms for more than 3 (three) working days.
3.2.4. Suspend performance under this Contract if such a need arises, caused by technical / production reasons, with written notification of the other party 1 (one) business day before the date of suspension of Works under this Contract. The period of suspension of Works under this Contract may not exceed 5 (five) working days.
3.2.5. The Contractor reserves the right to suspend the performance of the performed Service in case of non-receipt of 100% payment within the Application on time. The restoration of the performance of the work performed is carried out by the Contractor within 1 (one) working day from the date of receipt of the amount owed.
3.2.6. Involve third parties in the provision of services, remaining responsible for their actions to the Customer, and use developments, technical solutions and other information in the provision of services without the consent of the Customer, if this does not change the cost of services.
3.3. The Customer undertakes to:
3.3.1. Send the signed Application to the Contractor in the manner provided for in clause 6.6 of the Contract. Until the receipt of the Application the Contractor has the right not to start performing work under the Contract.
3.3.2. Pay for services in the amount, in the manner and on the conditions stipulated by this Contract and its Appendices.
3.3.3. Provide the Contractor with the information necessary for the proper fulfillment of obligations under the Contract (access to programs and services, agreed technical conditions, etc.).
3.3.4. Timely accept the work and sign the Certificates of completion of the services rendered or send a reasoned refusal to sign them.
3.4. The Customer has the right to:
3.4.1. Check the proper fulfillment by the Contractor of its obligations under this Contract, without interfering with the activities of the Contractor.
3.4.2. Upon detection of a discrepancy in the results of the services rendered under the Applications or any violations of the Contract demand their elimination or alteration free of charge.
3.4.3. If necessary, request original documents and the Contract on paper.
3.5. Exclusive rights:
3.5.1. All rights (including the exclusive right) to use objects, documentation and other materials resulting from the provision of the Contractor's services under this Contract belong to the Customer.
3.5.2. The rights to methods, plug-in libraries, platforms and frameworks for development, technology and other methods of information processing and information about such methods, technologies and methods used by the Contractor to provide services under this Contract belong to the Contractor or the relevant author.
3.5.3. The Contractor guarantees that when providing services under this Contract, it will not violate property rights, copyright, related, personal, civil, contractual and other rights of third parties.
3.5.4. The Сustomer has the right to use the integrations performed by the Contractor under this Contract, customized services, etc. on the terms provided by the provider of the respective services.
3.5.5. The Contractor also reserves the right to non-commercial use of the result of the rendered services as an example of performed activities with the right to post a link with the Contractor's coordinates.
4.2. The Contractor is not responsible for the correctness of the software and services rendered interacting with third-party services, if these services work incorrectly or changes are made on the side of such services.
5.2. In case of early termination of the Contract on the initiative of the Customer or unilateral refusal of the Customer to fulfill the Contract, the Contractor shall recalculate the cost of services. In case of early termination of the Contract, the prepayment for the actually rendered services shall not be refunded.
5.3. All disagreements arising in the process of fulfilling the obligations of this Contract must be resolved through negotiations between the Parties. If the dispute is not resolved by negotiations, it will be settled in court.
5.4. The Parties undertake not to disclose or transfer confidential information (information), that became available to them in the process of rendering services under this Contract, to third parties, as well as not to use them in any other way, except for performing tasks under this Contract.
5.5. The Parties are exempt from liability for full or partial failure to fulfill their obligations under the Contract in cases of force majeure circumstances (force majeure), such as: fire, flood, hurricane, other natural disasters, epidemics, hostilities, revolutions, riots, other events, not subject to the reasonable control of the Parties.
5.6. Statements, notices, notifications, demands or other legally significant communications, to which the Contract binds civil law consequences for the Parties, entails such consequences for the Party from the moment of delivery of the corresponding communication to the Party or its representative.
1. Subject of the Contract
1.1. The Contractor undertakes to provide services for the development of computer programs and databases (software and information products of computer technology), as well as adaptation and modification of computer programs, in accordance with the Application signed by the Customer (Appendices No.1 to this Contract), and the Customer undertakes to accept and pay for the services provided by the Contractor.1.2. The list of services provided, their cost, payment procedure, the time periods of provision of services shall be determined in accordance with the Application (Appendices No.1 to this Contract).
2. Cost of services and payment procedure
2.1. The Customer makes an advance payment for the Contractor's services specified in the Application on the basis of the Invoice in the amount of 100% (one hundred percent) within 3 days from the Invoice issuing date.2.2. The date of fulfillment by the Customer of obligations to pay for the services of the Contractor is the day the funds are received on the account of the Contractor.
2.3. Payment of the Invoice confirms the complete and unconditional consent of the Customer with the terms of this Contract.
3. Rights and obligations of the Parties
3.1. The Contractor undertakes to:3.1.1. Timely and properly provide services in accordance with the Application signed by the Customer.
3.1.2. When providing services, not to violate the rights of third parties.
3.1.3. Immediately inform the Customer if it is impossible to fulfill his obligations within the period established by the Contract or agreed by the Parties.
3.1.4. Send documents to the Customer by email. At the request of the Customer the Contractor undertakes to send the originals of the documents by postal or courier delivery service.
3.2. The Contractor has the right to:
3.2.1. Demand timely payment for services by the Customer.
3.2.2. Request from the Customer the information necessary for the proper fulfillment of obligations under the Contract (access to programs and services, agreed technical conditions, etc.).
3.2.3. Suspend the provision of services if the Customer violates the payment terms for more than 3 (three) working days.
3.2.4. Suspend performance under this Contract if such a need arises, caused by technical / production reasons, with written notification of the other party 1 (one) business day before the date of suspension of Works under this Contract. The period of suspension of Works under this Contract may not exceed 5 (five) working days.
3.2.5. The Contractor reserves the right to suspend the performance of the performed Service in case of non-receipt of 100% payment within the Application on time. The restoration of the performance of the work performed is carried out by the Contractor within 1 (one) working day from the date of receipt of the amount owed.
3.2.6. Involve third parties in the provision of services, remaining responsible for their actions to the Customer, and use developments, technical solutions and other information in the provision of services without the consent of the Customer, if this does not change the cost of services.
3.3. The Customer undertakes to:
3.3.1. Send the signed Application to the Contractor in the manner provided for in clause 6.6 of the Contract. Until the receipt of the Application the Contractor has the right not to start performing work under the Contract.
3.3.2. Pay for services in the amount, in the manner and on the conditions stipulated by this Contract and its Appendices.
3.3.3. Provide the Contractor with the information necessary for the proper fulfillment of obligations under the Contract (access to programs and services, agreed technical conditions, etc.).
3.3.4. Timely accept the work and sign the Certificates of completion of the services rendered or send a reasoned refusal to sign them.
3.4. The Customer has the right to:
3.4.1. Check the proper fulfillment by the Contractor of its obligations under this Contract, without interfering with the activities of the Contractor.
3.4.2. Upon detection of a discrepancy in the results of the services rendered under the Applications or any violations of the Contract demand their elimination or alteration free of charge.
3.4.3. If necessary, request original documents and the Contract on paper.
3.5. Exclusive rights:
3.5.1. All rights (including the exclusive right) to use objects, documentation and other materials resulting from the provision of the Contractor's services under this Contract belong to the Customer.
3.5.2. The rights to methods, plug-in libraries, platforms and frameworks for development, technology and other methods of information processing and information about such methods, technologies and methods used by the Contractor to provide services under this Contract belong to the Contractor or the relevant author.
3.5.3. The Contractor guarantees that when providing services under this Contract, it will not violate property rights, copyright, related, personal, civil, contractual and other rights of third parties.
3.5.4. The Сustomer has the right to use the integrations performed by the Contractor under this Contract, customized services, etc. on the terms provided by the provider of the respective services.
3.5.5. The Contractor also reserves the right to non-commercial use of the result of the rendered services as an example of performed activities with the right to post a link with the Contractor's coordinates.
4. Responsibilities of the Parties
4.1. The Contractor shall be liable to the Customer only within the cost of services. The Contractor shall not be liable to the Customer and shall not refund to the Customer the money paid under the contract for the services, if the services were not rendered due to the Customer's fault.4.2. The Contractor is not responsible for the correctness of the software and services rendered interacting with third-party services, if these services work incorrectly or changes are made on the side of such services.
5. Final provisions
5.1. This Contract comes into force from the moment of its acceptance by the Customer and is valid until the Parties fulfill all their obligations under it.5.2. In case of early termination of the Contract on the initiative of the Customer or unilateral refusal of the Customer to fulfill the Contract, the Contractor shall recalculate the cost of services. In case of early termination of the Contract, the prepayment for the actually rendered services shall not be refunded.
5.3. All disagreements arising in the process of fulfilling the obligations of this Contract must be resolved through negotiations between the Parties. If the dispute is not resolved by negotiations, it will be settled in court.
5.4. The Parties undertake not to disclose or transfer confidential information (information), that became available to them in the process of rendering services under this Contract, to third parties, as well as not to use them in any other way, except for performing tasks under this Contract.
5.5. The Parties are exempt from liability for full or partial failure to fulfill their obligations under the Contract in cases of force majeure circumstances (force majeure), such as: fire, flood, hurricane, other natural disasters, epidemics, hostilities, revolutions, riots, other events, not subject to the reasonable control of the Parties.
5.6. Statements, notices, notifications, demands or other legally significant communications, to which the Contract binds civil law consequences for the Parties, entails such consequences for the Party from the moment of delivery of the corresponding communication to the Party or its representative.
Team F5 FZE, hereinafter referred to as the "Licensee", and Company, hereinafter referred to as the "Sublicensee", on the other hand, concluded this Licensing Agreement for using the Internet Services (Widgets) (further – “Agreement”) about the following:
1.2. Licensee – Team F5 FZE, authorized by the Licensor to grant Licenses for using the Internet Services (widgets) for a fee.
1.3. Sublicensee – any individual or legal entity that has the right to use the Software in their own interest in accordance with this Agreement.
2.2. This Agreement stipulates the granting of the right exclusively for the Sublicensee's own use without the right to copy, modify or sublicense to third parties.
2.3. The Sublicensee confirms their consent to the terms and conditions specified in this Agreement.
3.2. The Licensee shall not alter or edit the Sublicensee's registration information without the latter's consent.
3.3. The Licensee is not responsible for the content and accuracy of the information provided by the Sublicensee during the order placement.
3.4. The Sublicensee is responsible for the accuracy of the information provided during the order placement.
4.2. Payments under this Agreement shall be made in US dollars.
4.3. Payment shall be made independently or based on the invoices issued to the Sublicensee within 5 (five) calendar days. The Sublicensee's payment obligation is deemed fulfilled when the funds are received in full in the Licensee's bank account.
4.4 For the purposes of organizing payments under this Agreement, the reporting period is recognized as a calendar month.
4.5. The license for the Internet Service software is a non-refundable product.
5.2. When using the email messaging mechanism provided by the Licensee, the Sublicensee must use it only for personalized, targeted messaging, exclusively upon the request or prior consent of the recipient.
5.3. The Sublicensee has the right to use the granted right:
5.5. The Sublicensee is responsible for ensuring that they have equipment that meets the technical requirements for using the Software and accessing the Internet.
5.6. The Sublicensee is not permitted to take actions that may disrupt the functioning of the Licensee's equipment and resources, engage in unauthorized access to the Licensee's resources or the Service, cause or threaten to cause damage, or infringe the rights of third parties.
5.7. The Sublicensee uses the granted rights to use the Software at their own risk. The Licensee does not assume responsibility for the Software's suitability for the intended purpose of use.
5.8. The Sublicensee is prohibited from sending commercial offers to the following address lists:
5.10. The Sublicensee agrees not to infringe on the copyright of the Copyright Holder when using the provided Internet Service and not to violate the rights of third parties.
5.11. The Sublicensee agrees to reproduce the Internet Service solely for personal/business use as an end-user, not to engage in actions to circumvent Software protection measures, not to transfer the right to use the Software, not to allow the use of the Software by unauthorized persons, and not to distribute the Software.
5.12. In case of a violation of the conditions specified in clauses 5.10 and 5.11 of this agreement, the Licensee reserves the right to limit the non-exclusive rights to use the Software.
6.2. The aggregate liability under the Agreement, including the amount of penalties (fines, penalties) for any claim or demand regarding the Agreement or its execution, is limited to the cost of the fee for the month in which the losses were incurred, provided that such losses are documented and determined by a court.
6.3. For using the Software in a manner not provided for by this Agreement, or upon termination of the Agreement, or otherwise beyond the rights granted by the Agreement, the Sublicensee is liable for infringement of the exclusive right to the Software.
7.2. For the purposes of the Agreement, confidential information is defined as any scientific, technical, technological, commercial, organizational, or other information that has actual or potential commercial value to the Parties due to its unknown status to third parties who could benefit from its disclosure or use, which is not freely accessible on a legal basis, and for which adequate protective measures corresponding to its value are taken.
8.2. Simultaneously, for the duration of the Agreement and until the expiration of the statute of limitations for obligations arising from the Agreement, the Sublicensee voluntarily consents to the Licensee receiving, processing, storing, and using the personal data specified in clause 8.1, as well as the account ID data, account domain, account language, account time zone, and account administrator data: ID, name, login, API hash by providing their personal data during registration on the website.
8.3. Consent for the collection, processing, storage, and destruction of personal data may be revoked by the Sublicensee at any time. In case of the Sublicensee's revocation of this consent, the Licensee does not guarantee the possibility of the Sublicensee's continued use of the Service.
8.4. For identification purposes, the Licensee may require the Sublicensee to provide a copy of a document confirming their identity for review and to verify age and legal capacity, as well as for fulfilling accepted obligations.
8.5. Processing of personal data is understood as actions (operations) or a set of actions (operations) performed with or without the use of automation tools with personal data, including collection, recording, systematization, accumulation, storage, clarification (updating, changing), extraction, use, transfer (distribution, provision, access), anonymization, blocking, deletion, and destruction of personal data.
8.6. The Sublicensee consents to the processing of their personal data and/or the transfer of information about the Sublicensee for the purposes of:
9.2. Termination of the Agreement does not release the Sublicensee from the obligation to settle any outstanding debt.
10.2. The Parties agree that, for the purpose of improving service quality, the Contractor reserves the right to record, listen to, and store telephone conversations and electronic correspondence.
10.3. Statements, notifications, notices, demands, or other legally significant messages that are associated with civil law consequences for the Parties under this Agreement shall have such consequences from the moment the respective message is delivered to the Party or its representative.
A message is considered delivered even if it is received by the Party to whom it is sent, but due to circumstances depending on that Party, it was not handed over to or reviewed by the Party.
10.4. Documents printed as screenshots from mailboxes, and recordings of telephone conversations are recognized as confirming the provision of the right to use the Internet Service, amendments to the previously concluded agreement, and other significant actions until the original document is received by one Party from the other.
10.5. The Parties undertake to promptly inform each other of any instances of unauthorized access to their email accounts. Any performance carried out by a Party in the absence of such notification is considered proper and deprives the other Party of the right to refer to these circumstances.
10.6. The Parties agree that any actions performed by the Parties using the Internet Service, documents, attachments, messages transmitted via email, and graphic files containing scanned pages of this Agreement have the legal force of documents on paper and are considered valid and recognized by the Parties.
10.7. Inquiries regarding technical support, payment, quality, timeliness, and other issues related to card operations are accepted at the email address global@cmdf5.com.
1. Definitions
1.1. Internet Service (widget) – is an independent program module running in the Kommo environment and designed to introduce additional functionality into the system (hereinafter – Software).1.2. Licensee – Team F5 FZE, authorized by the Licensor to grant Licenses for using the Internet Services (widgets) for a fee.
1.3. Sublicensee – any individual or legal entity that has the right to use the Software in their own interest in accordance with this Agreement.
2. Subject of the Agreement
2.1. The Licensee for a fee grants the Sublicensee the right to use (simple, non-exclusive license) the Internet Service (widget), according to the Specification to this Agreement, within the limits of this Agreement, and the Sublicensee undertakes to pay for it in the order and on the terms provided by the Agreement.2.2. This Agreement stipulates the granting of the right exclusively for the Sublicensee's own use without the right to copy, modify or sublicense to third parties.
2.3. The Sublicensee confirms their consent to the terms and conditions specified in this Agreement.
3. Order Placement
3.1. The Sublicensee agrees to provide registration information about themselves, including: name; email address; contact phone number; location address.3.2. The Licensee shall not alter or edit the Sublicensee's registration information without the latter's consent.
3.3. The Licensee is not responsible for the content and accuracy of the information provided by the Sublicensee during the order placement.
3.4. The Sublicensee is responsible for the accuracy of the information provided during the order placement.
4. Licensing Fee and Payment Procedure
4.1. The cost of the Internet Service is determined in accordance with the Specification, which is an integral part of the Agreement.4.2. Payments under this Agreement shall be made in US dollars.
4.3. Payment shall be made independently or based on the invoices issued to the Sublicensee within 5 (five) calendar days. The Sublicensee's payment obligation is deemed fulfilled when the funds are received in full in the Licensee's bank account.
4.4 For the purposes of organizing payments under this Agreement, the reporting period is recognized as a calendar month.
4.5. The license for the Internet Service software is a non-refundable product.
5. Terms and Conditions for Use of the Internet Service and Restrictions
5.1. The Internet Service is provided by the Licensee on an "as is" basis. The Licensee does not guarantee that all its functionalities will be applicable for the Sublicensee's specific purposes. Technical disruptions and temporary suspensions (including those related to technical and preventive maintenance) do not constitute grounds for any moral, material, property, or other claims against the Licensee.5.2. When using the email messaging mechanism provided by the Licensee, the Sublicensee must use it only for personalized, targeted messaging, exclusively upon the request or prior consent of the recipient.
5.3. The Sublicensee has the right to use the granted right:
- without territorial restrictions for the use of the Service;
- under a subscription model;
- in any manner provided by the agreement and the web interface of the Service.
5.5. The Sublicensee is responsible for ensuring that they have equipment that meets the technical requirements for using the Software and accessing the Internet.
5.6. The Sublicensee is not permitted to take actions that may disrupt the functioning of the Licensee's equipment and resources, engage in unauthorized access to the Licensee's resources or the Service, cause or threaten to cause damage, or infringe the rights of third parties.
5.7. The Sublicensee uses the granted rights to use the Software at their own risk. The Licensee does not assume responsibility for the Software's suitability for the intended purpose of use.
5.8. The Sublicensee is prohibited from sending commercial offers to the following address lists:
- Purchased lists;
- Rented lists;
- Lists obtained automatically using extractor programs.
5.10. The Sublicensee agrees not to infringe on the copyright of the Copyright Holder when using the provided Internet Service and not to violate the rights of third parties.
5.11. The Sublicensee agrees to reproduce the Internet Service solely for personal/business use as an end-user, not to engage in actions to circumvent Software protection measures, not to transfer the right to use the Software, not to allow the use of the Software by unauthorized persons, and not to distribute the Software.
5.12. In case of a violation of the conditions specified in clauses 5.10 and 5.11 of this agreement, the Licensee reserves the right to limit the non-exclusive rights to use the Software.
6. Responsibility of the Parties
6.1. The Licensee is not liable to the Sublicensee for any damage, loss of income, profit, lost profits, or any indirect losses incurred by the Sublicensee during the use or non-use of the Service.6.2. The aggregate liability under the Agreement, including the amount of penalties (fines, penalties) for any claim or demand regarding the Agreement or its execution, is limited to the cost of the fee for the month in which the losses were incurred, provided that such losses are documented and determined by a court.
6.3. For using the Software in a manner not provided for by this Agreement, or upon termination of the Agreement, or otherwise beyond the rights granted by the Agreement, the Sublicensee is liable for infringement of the exclusive right to the Software.
7. Confidentiality
7.1. Each Party undertakes not to disclose confidential information received from the other Party in connection with the execution of the Agreement.7.2. For the purposes of the Agreement, confidential information is defined as any scientific, technical, technological, commercial, organizational, or other information that has actual or potential commercial value to the Parties due to its unknown status to third parties who could benefit from its disclosure or use, which is not freely accessible on a legal basis, and for which adequate protective measures corresponding to its value are taken.
8. Personal Data
8.1. Registration on the Licensee's website is carried out by installing a widget in the Sublicensee's Kommo account. During registration on the Licensee's website, the Licensee may request the following information: Last Name, First Name, Middle Name, date of birth, ID document data, phone number, email address, date of birth, region, city, organization, position.8.2. Simultaneously, for the duration of the Agreement and until the expiration of the statute of limitations for obligations arising from the Agreement, the Sublicensee voluntarily consents to the Licensee receiving, processing, storing, and using the personal data specified in clause 8.1, as well as the account ID data, account domain, account language, account time zone, and account administrator data: ID, name, login, API hash by providing their personal data during registration on the website.
8.3. Consent for the collection, processing, storage, and destruction of personal data may be revoked by the Sublicensee at any time. In case of the Sublicensee's revocation of this consent, the Licensee does not guarantee the possibility of the Sublicensee's continued use of the Service.
8.4. For identification purposes, the Licensee may require the Sublicensee to provide a copy of a document confirming their identity for review and to verify age and legal capacity, as well as for fulfilling accepted obligations.
8.5. Processing of personal data is understood as actions (operations) or a set of actions (operations) performed with or without the use of automation tools with personal data, including collection, recording, systematization, accumulation, storage, clarification (updating, changing), extraction, use, transfer (distribution, provision, access), anonymization, blocking, deletion, and destruction of personal data.
8.6. The Sublicensee consents to the processing of their personal data and/or the transfer of information about the Sublicensee for the purposes of:
- concluding and/or executing the Agreement, including (but not limited to) for third-party service maintenance;
- performing the Agreement by a third party, including in the case of the Licensee's assignment of rights and obligations under the Agreement to a third party;
- taking necessary actions to recover debts from the Sublicensee and making other claims against the Sublicensee in case of non-fulfillment (improper fulfillment) of the Sublicensee's obligations under the Agreement, including in case of assignment of rights (claims) arising from the Agreement to third parties;
- providing informational and reference services, including the preparation and dissemination of information by various means.
9. Validity, Modification and Termination of the Agreement
9.1. The Agreement comes into effect from the moment it is signed and remains in force until the Parties have fully fulfilled their obligations under this Agreement.9.2. Termination of the Agreement does not release the Sublicensee from the obligation to settle any outstanding debt.
10. Additional Provisions
10.1. A pre-litigation procedure for settling any disputes is mandatory. The response time to a written claim is up to 30 (thirty) calendar days.10.2. The Parties agree that, for the purpose of improving service quality, the Contractor reserves the right to record, listen to, and store telephone conversations and electronic correspondence.
10.3. Statements, notifications, notices, demands, or other legally significant messages that are associated with civil law consequences for the Parties under this Agreement shall have such consequences from the moment the respective message is delivered to the Party or its representative.
A message is considered delivered even if it is received by the Party to whom it is sent, but due to circumstances depending on that Party, it was not handed over to or reviewed by the Party.
10.4. Documents printed as screenshots from mailboxes, and recordings of telephone conversations are recognized as confirming the provision of the right to use the Internet Service, amendments to the previously concluded agreement, and other significant actions until the original document is received by one Party from the other.
10.5. The Parties undertake to promptly inform each other of any instances of unauthorized access to their email accounts. Any performance carried out by a Party in the absence of such notification is considered proper and deprives the other Party of the right to refer to these circumstances.
10.6. The Parties agree that any actions performed by the Parties using the Internet Service, documents, attachments, messages transmitted via email, and graphic files containing scanned pages of this Agreement have the legal force of documents on paper and are considered valid and recognized by the Parties.
10.7. Inquiries regarding technical support, payment, quality, timeliness, and other issues related to card operations are accepted at the email address global@cmdf5.com.