BY PRESSING “I AGREE” YOU ARE BINDING YOURSELF AND THE BUSINESS ENTITY THAT YOU REPRESENT (COLLECTIVELY, “YOU” OR “USER”) TO THIS AGREEMENT WITH CISCO SYSTEMS, INC (“WE” or “CISCO”). CISCO IS WILLING TO LICENSE SOFTWARE TO YOU ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS AGREEMENT. IF YOU DO NOT ACCEPT ALL OR ANY PART OF THIS AGREEMENT, DO NOT PRESS “I AGREE” OR OTHERWISE ACCESS THE CISCO LEARNING MANAGEMENT SYSTEM, Cisco Learning Network Space, AND CISCO LEARNING NETWORK STORE WEBSITES OR WEB PAGES, OR DOWNLOAD OF USE ANY SOFTWARE, PRODUCTS OR SERVICES AVAILABLE THROUGH THE SITE.
Background. The Cisco Learning Management System web site, Cisco Learning Network Store web site, Cisco Learning Network Space web site and/or web pages sponsored by Cisco Inc. (collectively the “Site”) is/are developed by or for Cisco. The Site enables Users to purchase and use a variety of products (“Products”) and services (“Services”), including but not limited to the following:
Privacy. Use of the Site, Products and Services is also subject to our Privacy Statement, located at http://www.cisco.com/web/siteassets/legal/privacy.html which is incorporated into this Agreement by this reference. Additionally, you understand and agree that Cisco may contact you via e-mail or otherwise with administrative information relevant to your use of the Site, Products or Services. You also agree to have your name and/or email address listed in the header of certain communications you initiate through the Site, Products and Services.
Eligibility. You affirm that you are 13 years of age or older. The Site and the Services are not available to minors under the age of 13 or to any users suspended or removed from the system by Cisco for any reason. Your access may be terminated without warning if we believe that you are underage. You represent (i) you are at least 13 years of age; (ii) you have read and accept the terms and conditions of this Agreement; (iii) your parent or legal guardian has consented to you using, accessing and/or participating in the Site and Services and to providing your personal information for your Account; and (iv) your parent or legal guardian has read and understands this Agreement.
Trademarks. The trademarks, logos and service marks (“Marks”) displayed on the Site are the property of Cisco or other third parties. You acknowledge and agree that you have no rights, title, or interest in or to the Marks and that you will not adopt, use, or attempt to register the Marks or any confusingly similar mark. Users receive no license to and are not permitted to use these Marks. Please see a list of Cisco Trademarks at http://cisco.com/web/siteassets/legal/trademark.html.
Rules and Regulations. This Agreement sets forth the legally binding terms for the Site, Products and Services. This Agreement covers all of your visits to the Site and any use of the Products and/or Services. If you stop visiting the Site or stop using the Products or Services, this Agreement remains in effect.
CCO User Name and Password. In order to use the Site, Products and Services, you may need to obtain a CCO ID at www.cisco.com. During the CCO registration process, you will be asked to select a screen name (“CCO ID”) and password. You will use this CCO ID and/or password to access and make purchases through the Site. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the CCO ID or password of another User at any time or to disclose your password to any third party. Notwithstanding the foregoing, if you are provided an option to purchase Products or Services on behalf of an employee or contractor providing us with the CCO ID of the persons on whose behalf the purchase is being made such that we can process the order will not be considered a violation of this Section 7. You agree to notify Cisco immediately if you suspect any unauthorized use of your account or access to your password. You are fully responsible for all activities conducted through or under your login information (username and/or password).
Subscription Periods; Access to Services.
Your Records. Cisco may keep records of the results of your use of the Services and your performance in any Tests (collectively “Records”), and will use and disclose such Records as described below:
Disclaimer Regarding Self-Assessment Tools. From time to time we may make available to you certain software tools (“Tools”) for download and/or use on the Site. These Tools are intended to provide general guidance in evaluating a variety of information such as performing self-assessments of your skill and knowledge concerning the use of Cisco products. The Tools are not intended to provide business, legal, accounting, tax or other professional advice. The Tools are not intended as a substitute for your own judgment or for that of your own professional advisors. Use of the Tools may not be error-free. While Cisco, our licensors or suppliers have attempted to include useful data, assumptions and formulae in the Tool, Cisco, our licensors or suppliers are not responsible for any results from using or misusing the Tool.
End User License Terms. Among other Products
available for purchase through the Site are software products
(“Software”) and Products or Services including Software as a
component. The following terms govern your access and use of the
Software, except to the extent (a) there is a separate signed
agreement between you and Cisco governing your use of the
Software or (b) the Software includes a separate “click-accept”
license agreement as part of the installation and/or download
process. To the extent of a conflict between the provisions of
the foregoing documents, the order of precedence shall be (1)
the signed agreement, (2) the click-accept agreement, and (3)
Conditioned upon compliance with the terms and conditions of this Agreement, Cisco grants to the end user of the Software a nonexclusive, nontransferable and revocable license to use for your internal business purposes the Software and the Documentation for which you have paid the required license fees, or such license fees as have been paid on your behalf. “Documentation” means written information (whether contained in user or technical manuals, training materials, specifications or otherwise) specifically pertaining to the Software and made available by Cisco with the Software in any manner (including on CD-ROM, or on-line).
Your license to use the Software shall be limited to, and you shall not use the Software in excess of, a single hardware chassis or card or that number of agent(s), concurrent users, sessions, IP addresses, port(s), seat(s), server(s) or site(s), as set forth in the applicable Purchase Order which has been accepted by Cisco and for which you have paid to Cisco the required license fee, or such license fees as have been paid on your behalf.
Unless otherwise expressly provided in the Documentation, you shall use the Software solely as embedded in, for execution on, or (where the applicable Documentation permits installation on non-Cisco equipment) for communication with Cisco equipment owned or leased by you and used for your internal business purposes.
License Only. This is a license and not a transfer of title to the Software and Documentation, and Cisco or the licensor to Cisco retains ownership of all copies of the Software and Documentation. You acknowledge that the Software and Documentation contain trade secrets of Cisco, its suppliers or licensors, including but not limited to the specific internal design and structure of individual programs and associated interface information. Accordingly, except as otherwise expressly provided under this Agreement, you shall have no right, and you specifically agree not to:
To the extent required by law, and at your written request, Cisco shall provide you with the interface information needed to achieve interoperability between the Software and another independently created program, on payment of Cisco’s applicable fee, if any. You shall observe strict obligations of confidentiality with respect to such information and shall use such information in compliance with any applicable terms and conditions upon which Cisco makes such information available.
Software, Upgrades and Additional Copies. For purposes of this Agreement, “Software” shall include (and the terms and conditions of this Agreement shall apply to) computer programs, including firmware, as provided to you by Cisco, and any upgrades, updates, bug fixes or modified versions thereto (collectively, “Upgrades”) or backup copies of the Software licensed or provided to you by Cisco. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT: (1)YOU HAVE NO LICENSE OR RIGHT TO USE ANY ADDITIONAL COPIES OR UPGRADES UNLESS YOU, AT THE TIME OF ACQUIRING SUCH COPY OR UPGRADE, ALREADY HOLD A VALID LICENSE TO THE ORIGINAL SOFTWARE AND HAVE PAID THE APPLICABLE FEE FOR THE UPGRADE OR ADDITIONAL COPIES; (2) USE OF UPGRADES IS LIMITED TO CISCO EQUIPMENT FOR WHICH YOU ARE THE ORIGINAL END USER PURCHASER OR LESSEE OR WHO OTHERWISE HOLDS A VALID LICENSE TO USE THE SOFTWARE WHICH IS BEING UPGRADED; AND (3) THE MAKING AND USE OF ADDITIONAL COPIES IS LIMITED TO NECESSARY BACKUP PURPOSES ONLY.
Proprietary Notices. You agree to maintain and reproduce all copyright and other proprietary notices on all copies, in any form, of the Software in the same form and manner that such copyright and other proprietary notices are included on the Software. Except as expressly authorized in this Agreement, you shall not make any copies or duplicates of any Software without the prior written permission of Cisco.
Records Audit. You grant to Cisco and its independent accountants the right to examine your books, records and accounts during your normal business hours to verify compliance with this Agreement. In the event such audit discloses non-compliance with this Agreement, you shall promptly pay to Cisco the appropriate license fees, plus the reasonable cost of conducting the audit.
Export. Software and Documentation, including technical data, may be subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations, and may be subject to export or import regulations in other countries. Customer agrees to comply strictly with all such regulations and acknowledges that it has the responsibility to obtain licenses to export, re-export, or import Software and Documentation. Cisco reserves the right to investigate and take appropriate action against anyone who, in Cisco’s sole discretion, is suspected of violating this provision, including without limitation, reporting you to law enforcement authorities.
U.S.Government End User Purchasers. The Software and Documentation qualify as “commercial items”, as that term is defined at Federal Acquisition Regulation (“FAR”) (48 C.F.R.) 2.101, consisting of “commercial computer software” and “commercial computer software documentation” as such terms are used in FAR 12.212. Consistent with FAR 12.212 and DoD FAR Supp. 227.7202-1 through 227.7202-4, and notwithstanding any other FAR or other contractual clause to the contrary in any agreement into which this Agreement may be incorporated, you may provide to Government end user or, if this Agreement is direct, Government end user will acquire, the Software and Documentation with only those rights set forth in this Agreement. Use of either the Software or Documentation or both constitutes agreement by the Government that the Software and Documentation are “commercial computer software” and “commercial computer software documentation,” and constitutes acceptance of the rights and restrictions herein
Limited Warranty for Software. Subject to the limitations and conditions set forth herein, Cisco warrants that commencing from the date of shipment to you and continuing for a period of ninety (90) days: (a) the media on which the Software is furnished will be free of defects in materials and workmanship under normal use; and (b) the Software substantially conforms to the Documentation. Except for the foregoing, the Software is provided AS IS. This limited warranty extends only to the original licensee. Your sole and exclusive remedy and the entire liability of Cisco and its suppliers and licensors under this limited warranty will be (i) replacement of defective media and/or (ii) at Cisco’s option, repair, replacement, or refund of the purchase price of the Software, in both cases subject to the condition that any error or defect constituting a breach of this limited warranty is reported to Cisco or the party supplying the Software to you, if different than Cisco, within the warranty period. Cisco or the party supplying the Software to you may, at its option, require return or destruction of the Software as a condition to the remedy. In no event does Cisco warrant that the Software is error free or that you will be able to operate the Software without problems or interruptions. In addition, due to the continual development of new techniques for intruding upon and attacking networks, Cisco does not warrant that the Software or any equipment, system or network on which the Software is used will be free of vulnerability to intrusion or attack. For more information refer to the CLN Store policy and FAQ.
DISCLAIMER OF WARRANTY. EXCEPT AS SPECIFIED IN THIS WARRANTY, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SATISFACTORY QUALITY, NON-INTERFERENCE, ACCURACY OF INFORMATIONAL CONTENT, OR ARISING FROM A COURSE OF DEALING, LAW, USAGE, OR TRADE PRACTICE, ARE HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW AND ARE EXPRESSLY DISCLAIMED BY CISCO, ITS SUPPLIERS AND LICENSORS. TO THE EXTENT AN IMPLIED WARRANTY CANNOT BE EXCLUDED, SUCH WARRANTY IS LIMITED IN DURATION TO THE EXPRESS WARRANTY PERIOD. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, THE ABOVE LIMITATION MAY NOT APPLY. THIS WARRANTY GIVES CUSTOMER SPECIFIC LEGAL RIGHTS, AND CUSTOMER MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. This disclaimer and exclusion shall apply even if the express warranty set forth above fails of its essential purpose.
General Terms Applicable to the Limited Warranty
Statement and End User License.
Disclaimer of Liabilities. REGARDLESS WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, IN NO EVENT WILL CISCO OR ITS SUPPLIERS BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR LOST OR DAMAGED DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE SOFTWARE OR OTHERWISE AND EVEN IF CISCO OR ITS SUPPLIERS OR LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event shall Cisco’s or its suppliers’ or licensors’ liability to you, whether in contract, tort (including negligence), breach of warranty, or otherwise, exceed the price paid by you for the Software that gave rise to the claim or if the Software is part of another Product, the price paid for such other Product. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES,THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
You agree that the limitations of liability and disclaimers set forth herein will apply regardless of whether you have accepted the Software or any other Product or Service delivered by Cisco. Customer acknowledges and agrees that Cisco has set its prices and entered into this Agreement in reliance upon the disclaimers of warranty and the limitations of liability set forth herein, that the same reflect an allocation of risk between the parties (including the risk that a contract remedy may fail of its essential purpose and cause consequential loss), and that the same form an essential basis of the bargain between the parties.
Indemnity. You agree to defend, indemnify and hold Cisco, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, arising out of or related to: (i) your use of the Services or the Site; or (ii) your breach of this Agreement.
Limitation on Liability. EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT SHALL CISCO BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFIT DAMAGES, COSTS OF REPLACEMENT GOODS OR LOSS OF OR DAMAGE TO DATA ARISING OUT OF THE USE OR INABILITY TO USE THE SITE OR SERVICES, EVEN IF CISCO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, CISCO’S LIABILITY TO YOU FOR ANY CAUSE(S) WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO ONE THOUSAND DOLLARS (USD $1,000.00). THIS LIMITATION OF LIABILITY IS CUMULATIVE AND NOT PER INCIDENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN KINDS OF DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Disputes. If there is any dispute about or in any way involving the Site, Products or the Services, you agree that the dispute shall be governed by the laws of the State of California, USA, without regard to conflict of law provisions, without reference to or application of choice of law rules or principles. The United Nations Convention on the International Sale of Goods shall not apply. You agree to exclusive personal jurisdiction and venue in the state and federal courts of the United States located in or for the State of California, City of San Jose.
Term and Termination. This Agreement and the license granted herein shall remain effective until terminated. You may terminate the license at any time by destroying all copies of Software and any Documentation. Your rights under this Agreement will terminate immediately without notice from Cisco if you fail to comply with any provision of this Agreement. Upon termination of this Agreement, you shall destroy all copies of Software and Documentation in your possession or control. All of your confidentiality obligations to Cisco and all limitations of liability and disclaimers and restrictions of warranty shall survive termination of this Agreement. In addition, the provisions of the sub-sections titled “U.S. Government End User Purchasers” and “General Terms Applicable to the Limited Warranty Statement and End User License” shall survive termination of this Agreement.
General. This Agreement constitutes the entire agreement between you and Cisco regarding the use of the Products, Services and the Site. The failure of Cisco to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions. This Agreement has been written in the English language, and the parties agree that the English version will govern. The parties are independent contractors under this Agreement and no other relationship is intended, including a partnership, franchise, joint venture, agency, employer/employee, fiduciary, master/servant relationship, or other special relationship. Neither party shall act in a manner which expresses or implies a relationship other than that of independent contractor, nor bind the other party.
I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.