AMDOCS NETWORK WORKFLOW MANAGEMENT TERMS AND CONDITIONS OF USE
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS SOFTWARE
Amdocs operates Amdocs Network Workflow Management (TechInsights) ("Software") as a service to its users subject to these Terms (as defined below) and all modifications thereto, in addition to guidelines that may be published from time to time by Amdocs. By entering and/or using this software owned, operated, or maintained by Amdocs or its affiliates, you, the user, are deemed to have agreed to comply with and be bound by the following terms and conditions of use (the "Terms"). Amdocs reserves the right to modify them at any time, and without actual notice to you. All such changes to these Terms will appear on the software: http://amdocs-ti.com. By entering and/or using this software following any modifications to the Terms, you agree to be bound by any such modifications to the Terms. Amdocs and the users of the Software may be referred to herein each individually as a “Party”, and together as the “Parties.”
YOU MAY NOT ACCESS OR OTHERWISE USE THIS SOFTWARE IF, AT ANY TIME, YOU DO NOT AGREE TO THESE TERMS.
By receiving, opening the file package, and/or using Amdocs Network Workflow Management (TechInsights) (the "Software") containing this software, you agree that these Terms is a legally binding and valid contract and agree to be bound by it. You agree to abide by the intellectual property laws and all of the terms and conditions.
Unless you have a different license agreement signed by Amdocs your use of Software indicates your acceptance of this license agreement and warranty.
Subject to the terms of this agreement, Amdocs grants to you a limited, non-exclusive, non-transferable license, without the right to sub-license, to use the Software in accordance with this agreement and any other written agreement with Amdocs. Amdocs does not transfer the title of the Software to you; the license granted to you is not a sale. This agreement is a binding legal agreement between Amdocs and the purchasers or users of the Software.
If you do not agree to be bound by this agreement, remove the Software from your computer immediately and, if applicable, promptly return to Amdocs by email any copies of the Software and related documentation and packaging in your possession.
Except as expressly permitted hereunder users shall not and shall not permit any third party to: (i) sell, resell, rent, transfer, sub-license, distribute, market, commercialize, lease or otherwise dispose of, to any third party, the Software or use the Software to directly provide services to any person or entity who is a competitor of Amdocs; (ii) create derivative works of, modify, decompile, unbundle, reverse engineer, access restricted code or disassemble the Software or any portion thereof, or otherwise attempt to reconstruct, expose or discover the underlying technology, ideas or algorithms comprising the Software, identify or derive the source code by any means whatsoever, or disclose any of the foregoing; (iii) improperly remove or alter any copyright or other proprietary notices, labels or marks from the Software or fail to reproduce the same in or on any copy thereof; (iv) copy or emulate the Software, including without limitation, any features, functions or graphics, including the “look and feel” of the Software for any purpose other than as expressly authorized in these Terms, (v) access the Software for the purpose of building a competitive product or service or copying its features or user interface, (vi) use the Software, or permit it to be used, for purposes of publishing product evaluation, benchmarking or other comparative analysis without Amdocs' prior written consent; and (vii) use or possess the Software in any jurisdiction in violation of any trade laws or export regulations. In addition, user agrees that it will not use the Software to: (i) knowingly violate any applicable law or regulation; (ii) collect, or attempt to collect, personal information about third parties without their consent; or (iii) for the on-line control of nuclear facilities, aircraft navigation systems, aircraft communication systems, air traffic control, direct life support machines, or weapon systems. The user acknowledges and agrees that the foregoing license does not confer upon the user any rights of ownership thereto.
The Parties acknowledge that any breach of any of the provisions of Section 1.1 of these Terms may result in irreparable injury to Amdocs for which money damages could not adequately compensate. If there is a breach, then Amdocs shall be entitled, in addition to all other rights and remedies which it may have at law or in equity, to seek an injunction issued by any competent court. The existence of any claim or cause of action that a party or any other person may have against the other party shall not constitute a defense or bar to the enforcement of any of the provisions of this Section.
Subject to the terms of this paragraph, Amdocs shall retain any and all title and ownership rights in and to the Software, and to all its versions, as set forth herein including all rights in and to all Intellectual Property therein and related thereto.
Your license to use Amdocs Network Workflow Management (TechInsights) ("Software") is limited to the number of licenses purchased by you. You shall not allow others to use, copy or evaluate copies of the Software.
You shall use the Software in compliance with all applicable laws and not for any unlawful purpose. Without limiting the foregoing, use, display or distribution of the Software together with material that is pornographic, racist, vulgar, obscene, defamatory, libelous, abusive, promoting hatred, discriminating or displaying prejudice based on religion, ethnic heritage, race, sexual orientation or age is strictly prohibited.
You may make one copy of the Software for backup purposes, providing you only have one copy installed on one computer being used by one person. Other users may not use your copy of the Software. The assignment, sublicense, networking, sale, or distribution of copies of the Software are strictly forbidden without the prior written consent of Amdocs. It is a violation of this agreement to assign, sell, share, loan, rent, lease, borrow, network or transfer the use of the Software. If any person other than yourself uses the software registered in your name, regardless of whether it is at the same time or different times, then this agreement is being violated and you are responsible for that violation.
This Software contains copyrighted material, trade secrets and other proprietary material. You shall not, and shall not attempt to, modify, reverse engineer, disassemble or decompile the Software. Nor can you create any derivative works or other works that are based upon or derived from the Software in whole or in part.
Amdocs' name, logo and graphics file that represents the Software shall not be used in any way to promote products developed with the Software. Amdocs retains sole and exclusive ownership of all right, title and interest in and to the Software and all Intellectual Property rights relating thereto. Copyright law and international copyright treaty provisions protect all parts of the Software, products and services. No program, code, part, image, audio sample, or text may be copied or used in any way by the user except as intended within the bounds of the single user program. All rights not expressly granted hereunder are reserved for Amdocs.
As part of this agreement, the Software processes User Data as a condition for the Software to function in accordance herewith. As between the parties and subject to applicable law, all User Data collected and processed through or pursuant to the use of the Software, and which is not owned by third parties, will remain the property of the user.
According to the European privacy law called GDPR, or General Data Protection Regulation, we reaffirm how your personal data will be processed by Amdocs and we are inviting you to read our updated privacy policy.
You agree that Amdocs may collect and use information gathered in any manner as part of the product support services provided to you, if any, related to the Software. Amdocs may also use this information to provide notices to you which may be of use or interest to you.
Any failure to comply with the terms and conditions will result in automatic and immediate termination of this license. Upon termination of this license granted herein for any reason, you agree to immediately cease use of Amdocs Network Workflow Management (TechInsights) (the “Software”) and destroy all copies of it supplied under this agreement. The financial obligations incurred by you shall survive the expiration or termination of this license.
Except as expressly stated in writing, Amdocs makes no representation or warranties in respect of this Software and expressly excludes all other warranties, expressed or implied, oral or written, including, without limitation, any implied warranties of merchantable quality or fitness for a particular purpose.
THIS SOFTWARE AND ALL SERVICES PROVIDED PURSUANT TO THESE TERMS ARE PROVIDED "AS IS" AND AMDOCS AND ITS AFFILIATES, SUBSIDIARIES, SUPPLIERS, AND THIRD-PARTY LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED, REGARDING THE SOFTWARE, ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, QUALITY OF INFORMATION, QUIET ENJOYMENT OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INTERFERENCE. AMDOCS MAKES NO REPRESENTATIONS OR WARRANTIES AND SHALL NOT BE RESPONSIBLE FOR ANY APPLICATION OF RESULTS OBTAINED FROM THE USE OF THE SOFTWARE OR FOR UNINTENDED OR UNFORESEEN RESULTS OBTAINED IN THE USE OF THE SOFTWARE. THE USER ACKNOWLEDGES THAT IT HAS NOT ENTERED INTO THESE TERMS IN RELIANCE UPON ANY WARRANTY OR REPRESENTATION NOT EXPRESSLY CONTAINED IN THESE TERMS.
THIS DISCLAIMER CONCERNS ALL FILES GENERATED AND EDITED BY AMDOCS NETWORK WORKFLOW MANAGEMENT AS WELL.
A Party’s “Confidential Information” is defined as any information of a Party (the “Disclosing Party”) which is identified as confidential at the time of disclosure or that by its nature is reasonably understood to be confidential or that is otherwise related to Disclosing Party business and operations and disclosed in any medium or manner to the other Party (the “Receiving Party”) or to which the Receiving Party has access. These Terms will be deemed Confidential Information.
The Receiving Party will hold the Disclosing Party’s Confidential Information in confidence and will not disclose such Confidential Information to third parties nor use the Disclosing Party’s Confidential Information for any purpose other than as required to perform its obligations under these Terms. Such restrictions will not apply to Confidential Information that: (i) is already known by the Receiving Party, (ii) becomes publicly known through no act or fault of the Receiving Party, (iii) is received by the Receiving Party from a third party without a restriction on disclosure or use, or (iv) is independently developed by the Receiving Party without use of or reference to the Confidential Information. The restriction on disclosure will not prevent the Receiving Party from disclosing Confidential Information pursuant to a requirement for disclosure thereof, by a court, government agency, regulatory requirement, or similar disclosure requirement, provided that the Receiving Party will first notify the Disclosing Party of such disclosure requirement or order and use reasonable efforts to obtain confidential treatment or a protective order. The restriction on disclosure will not apply to the disclosure by either Party of the existence and these Terms as necessary in the process of due diligence to potential investors or in connection with a change of control of such Party. The Parties’ respective obligations hereunder will survive the expiration or early termination of the agreement of these Terms for as long as the information disclosed remains Confidential Information.
Upon termination of this agreement, the Receiving Party will return to the Disclosing Party or permanently destroy, all Confidential Information of the Disclosing Party and all documents or media containing any such Confidential Information and any and all copies or extracts thereof, and certify of the same in writing to the Disclosing Party.
The user will indemnify, defend and hold harmless Amdocs, its affiliates, and their respective officers, directors, employees, stockholders, agents, contractors, and representatives from and against all damages, assessments, costs, fees, expenses, charges, penalties, fines, settlements, losses and other liabilities of any kind or nature, including reasonable attorneys’ fees and legal costs, arising from any third party claim, proceeding, action or suit, whether private, civil, criminal, administrative, or investigative regardless of any available or collectible insurance or self-insurance required to be maintained by the user.
In no event (including, without limitation, in the event of negligence) will Amdocs, its affiliates, and their respective officers, directors, employees, stockholders, agents, contractors, and representatives be liable for any consequential, incidental, indirect, special or punitive damages whatsoever (including, without limitation, damages for loss of profits, loss of use, business interruption, loss of information or data, or pecuniary loss), in connection with or arising out of or related to this terms' agreement, the Software or the use or inability to use the Software or the furnishing, performance or use of any other matters hereunder whether based upon contract, tort or any other theory including negligence.
Amdocs' entire liability, without exception, is limited to the customers' reimbursement of the purchase price of the Software (maximum being the lesser of the amount paid by the user and the suggested retail price as listed by Amdocs) in exchange for the return of the product, all copies, registration papers and manuals, and all materials that constitute a transfer of license from the customer back to Amdocs.
By accessing or using the Software, you expressly agree that the laws of New York, excluding its conflicts-of-law rules, shall govern these Terms. Please note that your use of the Software may be subject to other local, state, national, and international laws. You expressly agree that exclusive jurisdiction and venue for any claim, dispute, or cause of action with Amdocs, or relating in any way to the Software or your use of the Software reside in the courts located in the State of New York. You further agree and expressly consent to the exercise of personal jurisdiction in any State or Federal court sitting in the city, county and state of New York in connection with any such dispute and including any claim involving Amdocs or its affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers, and content providers.
These Terms do not create, and nothing contained in these Terms will be deemed to establish a joint venture between the Parties, or the relationship of employer-employee, partners, principal-agent, employment or franchise relationship, or the like. Further, neither Party will have the power to bind the other without the other Party’s prior written consent, nor make any representation that it has any such power.