END USER LICENSE AGREEMENT
FOR SELLIGENT MARKETING CLOUD OR SELLIGENT EXPERIENCE CLOUD
THIS END-USER LICENSE AGREEMENT (“EULA” or “AGREEMENT”) IS A LEGAL AGREEMENT GOVERNING THE USE OF SELLIGENT’S SERVICES BY THE END-USER. THE END-USERT AGREES TO ALL OF THE TERMS AND CONDITIONS OF THIS EULA. THE INDIVIDUAL ENTERING INTO THIS EULA ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY (“END-USER”) REPRESENTS TO HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS. ANY INDIVIDUAL WHO DOES NOT HAVE SUCH AUTHORITY, OR IF END-USER DOES NOT AGREE WITH ALL OF THESE TERMS AND CONDITIONS, MUST NOT ACCEPT THIS EULA. ANY END-USER WHO DOES NOT AGREE WITH THESE TERMS AND CONDITIONS MAY NOT ACCESS OR USE THE SERVICES.
IN ADDITION, THE SERVICES MAY NOT BE ACCESSED BY ANY USER FOR PURPOSES OF MONITORING THEIR AVAILABILITY, PERFORMANCE, OR FUNCTIONALITY, OR FOR ANY OTHER BENCHMARKING OR COMPETITIVE PURPOSES WITHOUT THE EXPRESS WRITTEN PERMISSION OF SELLIGENT, INC. (“SELLIGENT”).
1. License Grant. Selligent grants End-User, and its Affiliates, a limited, non-exclusive, non-transferable, non-sublicensable, worldwide right to access and use the Service(s) in accordance with all the terms and conditions of this EULA.
2. Services. Selligent will make available the Subscription Service(s) for End-User’s use in an environment hosted and managed by Selligent and its contracted third-party(ies). Selligent may change third-party providers at any time, in its sole discretion, including by hosting, and/or by providing the Service(s) directly. End-User shall have no right to pursue a cause of action or other claim against any such third-party provider(s) with respect to the provision of Services under this EULA, and expressly acknowledges this and waives any such right(s) to do so, provided, however, that the obligations under this EULA shall not constitute a waiver of any rights End-User may have against Selligent related to the provision of Service(s) under this EULA, including those aspects of the Service(s) provided by a contracted third-party, and Selligent acknowledges that it is responsible and liable for the performance of any third-party vendor hereunder. Selligent or its contracted third-party(ies) may provide End-User, solely for End-User’s own internal use, with access information (including without limitation URL(s), XML interface(s), user name(s) and/or password(s)) to access the Service(s).
4. End-User Obligations. End-User shall use the Service(s) solely for its internal business purposes as contemplated by this EULA. End-User is solely responsible for all activities that occur under End-User’s user accounts and acknowledges having been sufficiently informed about the Platform specifications. Further, End-User shall: (i) have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of all End-User Data (including its text, audio, video, images or other content) and shall not store in the Platform any data that is illegal, harmful, or offensive (The database of End-User’s production instance shall be limited to fifty gigabytes (50GB) unless End-User purchases extra database capacity from Selligent); (ii) use commercially reasonable efforts to prevent unauthorized access to, or use of, the Service(s), and notify Selligent promptly of any unauthorized use; and (iii) have sole responsibility for complying with all applicable local, state, federal, and foreign laws and regulations governing its use of the Service(s) and Platform. End-User agrees not to store any data in the Platform that violates the security, stability, or integrity of any network, computer, communications system, software application, network, or computing device.
5. End-User Guidelines. End-User shall use the Service(s) solely for its internal business purposes. End-User is solely responsible for all activities that occur under End-User’s user accounts and acknowledges having been sufficiently informed about the Services and Platform specifications. End-User is responsible for the provision and use of the appropriate equipment and if so elected by End-User, implementation and other services, needed to connect to and use the Services, including, without limitation, computers, computer operating system and web browser. End-User shall ensure that this equipment and/or services complies with the specifications set forth in the Documentation. Further, End-User shall: (a) have sole responsibility for the accuracy, quality, integrity, legality, reliability and appropriateness of all End-User Data (including its text, audio, images or other content) and shall not store in the Platform any data that is illegal, harmful or offensive to the majority of the public; (b) use commercially reasonable efforts to prevent unauthorized access to, or use of, the Service(s) and to notify Selligent promptly of any unauthorized access and/or use of which it becomes aware; (c) comply with Selligent’s reasonable instructions and recommendations with respect to the Services; and (d) have sole responsibility for complying with all applicable local, state, federal and foreign laws and regulations governing its use of the Service(s) and Platform. End-User shall not: (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time-share or otherwise commercially exploit or make the Service(s) available to any third party, other than as contemplated by this EULA; (b) intentionally interfere with or disrupt the integrity or performance of the Service(s) or the data contained therein; (c) attempt to gain unauthorized access to the Service(s) or their related systems or networks; (d) modify, copy or create derivative works based on the Service(s) or Selligent Technology; (e) create internet “links” to or from the Service(s); or (f) disassemble, reverse engineer, translate or decompile the Service(s) or Selligent Technology (unless, and only to the extent, with respect to the Selligent Technology, this restriction is prohibited by applicable law), or purposefully access it with the intent to (i) build a competitive product or service, (ii) build a product or service providing substantially similar features, functions or graphics of the Service(s), or (iii) copy any features, functions or graphics of the Service(s). End-User may not access the Service(s) if End-User is a competitor of Selligent and/or any of its Affiliates, except with Selligent’s prior written consent. End-User may not access the Service(s) for purposes of monitoring its availability, performance or functionality or for any other benchmarking or competitive purpose(s).
6. Acceptable Use; and Limitations. At all times throughout the Term of this EULA, End-User shall comply with Selligent’s Acceptable Use Policy or AUP. The “Acceptable Use Policy” or “AUP” refers to the required and prohibited actions, policies and practices, with respect to End-User’s use of the Platform and/or Service(s) created, developed, sold, licensed, delivered, supplied or performed by Selligent under this EULA. Selligent’s Acceptable Use Policy may be updated from time-to-time by Selligent, in its sole discretion, on notice to End-User. The AUP is currently available at: https://www.selligent.com/acceptable-use-policy. Any reference to “Client” in the AUP or any Specific Agreement shall be read to refer to the End-User. Selligent may, in its sole discretion or at the direction of any then-applicable third-party service provider(s), suspend the Service(s), and, as the case may be, IP address(es), due to a violation of the AUP or this Section 6 or an actual or reasonably-apparent imminent attack or unauthorized access, until such violation, attack or unauthorized access is remedied. Selligent will use commercially reasonable efforts to provide End-User with advanced notice of such suspension. In the event of any such suspension or termination, End-User shall not be entitled to any credit, refund or set-off, except for where such suspension is not grounded on legitimate elements.
7. Third-Party Providers. Any exchange of data or other interaction between End-User and a third-party provider (other than any subcontractor or agent performing any obligations of Selligent under this EULA), and any purchase by End-User of any product or service offered by any third-party provider, is solely between End-User and such third-party provider.
8. Confidentiality. As used herein, “Confidential Information” is all non-public and proprietary information of a party (“Disclosing Party”) disclosed by or on behalf of the Disclosing Party to the other (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including this EULA (and pricing and other terms reflected in all Service Order(s)), the Service(s), the Selligent Technology, business and marketing plans, trade secrets, technology and technical information, product designs, methods, processes, code, data, inventions, apparatus, statistics, programs, research, development, information technology, network designs, passwords, sign-on codes, usage data, business processes, the Documentation, and the terms of this EULA. Confidential Information shall not include any information that: (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party; (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party; (iii) was independently developed by the Receiving Party without breach of any obligation owed to the Disclosing Party; (iv) is incorporated into Benchmarking Statistics; or (v) is received from a third-party without breach of any obligation owed to the Disclosing Party.
Except as provided for in Sections 5 and 8.2 of this EULA the Receiving Party shall not disclose or use Confidential Information of the Disclosing Party for any purpose outside the scope of this EULA, except with Disclosing Party’s prior written permission.
8.1. Protection. Throughout the Term of this EULA each party agrees to a) use at least the same care and precaution in protecting such Confidential Information as the Receiving Party uses to protect its own Confidential Information and trade secrets, and in no event use not less than a commercially reasonable standard of care to protect Disclosing Party’s Confidential Information disclosed hereunder; (b) not use Disclosing Party’s Confidential Information other than as necessary to perform its obligations under this EULA; (c) not disclose the Confidential Information to any other third-party except as provided herein or as authorized by the Disclosing Party in writing; and (d) disclose Disclosing Party’s Confidential Information to its authorized employees, agents, affiliates and/or consultants on a “need-to-know” basis only, provided that each Representative is bound by obligations of confidentiality and usage and restrictions against disclosure substantially similar to those contained herein.
8.2. Compelled Disclosure. If the Receiving Party is compelled by law to disclose Confidential Information of the Disclosing Party, it shall (i) provide the Disclosing Party with reasonable prior written notice of such compelled disclosure (to the extent legally permitted), (ii) provide the Disclosing Party with reasonable assistance and cooperation, at Disclosing Party’s cost, if the Disclosing Party wishes to contest or limit the disclosure, and (iii) only disclose that Confidential Information necessary to comply with such subpoena or order.
8.3 Remedies. If the Receiving Party discloses or uses (or threatens to disclose or use) any Confidential Information of the Disclosing Party in breach of this Section, the Disclosing Party shall have the right, in addition to any other remedies available to it, to seek injunctive relief to enjoin such acts, it being specifically acknowledged by the parties that any other available remedies are inadequate.
8.4. Return of Confidential Information. Upon the written request of Disclosing Party upon expiration or termination of this EULA, Receiving Party shall at its option, and if legally permissible, return or destroy (and certify such destruction in a signed writing) all Confidential Information of Disclosing Party, including all copies thereof, whether in physical or electronic form; provided, however, Selligent may retain an archival set of its working papers and a copy of End-User’s Confidential Information for ensuring compliance with applicable laws, regulations, and professional standards regarding documentation of work performed under this EULA. To the extent that it is impracticable to return or destroy any Confidential Information, and with respect to any information retained for archival purposes, Receiving Party shall continue to maintain the confidentiality of such information in accordance with this EULA for as long as such information is retained.
8.5. Data Breach. For purposes of this section 8.5, a “breach” means any actual unlawful or unauthorized access, acquisition, or use of End-User Data that compromises the security, privacy, or integrity of the End-User Data. If any End-User Data that is held by Selligent is breached, Selligent shall utilize commercially reasonable efforts to: (i) provide the End-User written notice of such breach no later than three (3) business days from the date it obtains actual or constructive knowledge of the breach; and (ii) take steps designed to mitigate all known causes of the breach. In the event of a breach as defined in this section or any other occurrence of any other event regarding Consumer Data resulting from Selligent’s failure to comply with applicable law or with the provisions of this Section 8.5 that requires notification under applicable law, Selligent agrees, subject to the limits set forth in Section 11, to pay the End-User’s reasonable direct costs incurred in providing any required notice to affected individuals in accordance with any applicable law.
9.1. Mutual Warranties. Each party warrants that: (I) it has the legal power to enter into this EULA, and (II) it will comply with the Export Administration Regulations and other United States laws and regulations in effect from time to time.
9.2. Selligent Warranties. Selligent warrants that it will provide the Service(s) in a workmanlike manner consistent with general industry standards reasonably applicable to the provision thereof. If End-User notifies Selligent in writing, within thirty (30) calendar days of receipt thereof, of the failure of any unaltered version of any Subscription Services ordered by End-User, to perform as described in any Documentation or set forth in an applicable Statement of Work (“Error(s)”), Selligent’s sole liability with respect to the noted Errors in the unaltered versions of Subscription Services, shall be to attempt to correct those errors. Should any Errors contained with any Subscription Services result from End-User’s, or any third-party’s alterations, modifications or adjustments to the same, Selligent may, in its sole discretion, attempt to correct those Errors, on a time and materials basis at its then-current rates.
9.3. End-User Warranties. End-User warrants that: (a) End-User owns or otherwise has the right to use any End-User Data, Consumer Data, software, systems or materials provided by or on behalf of End-User to Selligent in performing any Services hereunder; (b) End-User Data and Consumer Data do not, and shall not, contain any data or materials that infringe upon the intellectual property rights of a third-party, or that End-User knows to be inaccurate; (c) End-User has obtained the necessary authorizations to permit Selligent to access any third-party data, software, systems and materials to provide any Services requested under an applicable Sales Order or Statement of Work; and (d) End-User’s use of the Services, and any outputs or results obtained therefrom shall not violate any applicable law, rule, or regulation, including, without limitation, export, privacy, anti-discrimination, or anti-trust laws, or any proprietary or contract right of any third-party.
9.4. Disclaimer. EXCEPT AS EXPRESSLY PROVIDED HEREIN, SELLIGENT MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. SELLIGENT HEREBY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
10.1. Mutual Indemnification. Each Party (the “Indemnifying Party“) will indemnify, defend, and hold harmless the other Party and its respective officers, directors, employees and agents, affiliates, subsidiaries, successors in interests, and assigns from and against any and all third-party claims, actions, demands, or lawsuits arising out of performance of this EULA (“Claim(s)“), and resulting judgments, damages, liabilities, fines, penalties, losses, costs, and expenses (including reasonable attorneys’ fees) or any amounts paid in settlement thereof subject to the conditions herein, to the extent arising out of or relating to (a) the gross negligence or willful misconduct of the Indemnifying Party; or (b) any act or omission by the Indemnifying Party that results in personal injury or death.
10.2. Indemnification by Selligent. Subject to this EULA and the limitations set forth in Section 11, Selligent shall defend, indemnify and hold End-User and its respective officers, directors, employees and agents, affiliates, subsidiaries, successors in interests, and assigns harmless against any loss or damage incurred in connection with any Claims made or brought against End-User by a third-party (i) alleging that the use of the Service(s) as contemplated hereunder infringes any third-party patents(s), copyright(s), or trademark(s) registered as of the date End-User first logs on to the Platform, or misappropriates such third-party(ies’)’s trade secret(s), or (ii) against any damages, penalties, and fines resulting solely from Selligent’s failure to comply with applicable law or with the provisions of Section 8.5; provided, that End-User (a) promptly gives written notice of the Claim to Selligent (but only to the extent that delay in giving notice materially prejudices Selligent’s ability to fulfill its obligations under this Section); (b) gives Selligent sole control of the defense and settlement of the Claim; and (c) provides to Selligent, at Selligent’s cost, all reasonable assistance. The End-User may also choose to participate in the defense of such Claims at End-User’s sole cost and expense. Selligent’s obligations under this Section 10.2 shall be End-User’s sole remedy for any of the above infringement, misappropriation, and data breach claims and actions. Selligent’s obligations under this Section 10.2 shall not apply if the alleged infringement or misappropriation is based on the End-User Data or results from use of the Services in conjunction with any other platform, product or service, or unlicensed activities or use of the Services in violation of this EULA by the End-User or its Users. In the event a Claim under this Section 10.2 is made or in Selligent’s reasonable opinion is likely to be made, Selligent may, at its sole option and expense: (i) procure for End-User the right to continue using the Services under the terms of this EULA; (ii) replace or modify the Services to be non-infringing; or (iii) if the foregoing options are not reasonably available, Selligent may terminate this EULA and refund to End-User all prepaid, unused Fees.
10.3. Indemnification by End-User. Subject to this EULA, End-User shall defend, indemnify and hold Selligent and its respective officers, directors, employees and agents, affiliates, subsidiaries, successors in interests, and assigns harmless against any loss or damage (including reasonable attorneys’ fees) incurred in connection with Claims made or brought against Selligent by a third-party alleging that the End-User Data or End-User’s illegal or unauthorized use of the Service(s) infringes the rights of, or has otherwise harmed, a third-party; provided, that Selligent (a) promptly gives written notice of the Claim to End-User (but only to the extent that delay in giving notice materially prejudices End-User’s ability to fulfill its obligations under this Section 10.3); (b) gives End-User sole control of the defense and settlement of the Claim (provided that End-User may not settle or defend any Claim unless it unconditionally releases Selligent of all liability); and (c) provides to End-User, at End-User’s cost, all reasonable assistance.
11. Limitation of Liability.
11.1. Limitation of Liability. EXCEPT FOR THE INDEMNIFICATION OBLIGATIONS UNDER SECTION 10.3; AND END-USER’S VIOLATION OF SECTIONS 4, 5, OR 6 OF THIS EULA, IN NO EVENT SHALL EITHER PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS EULA, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE LESSER OF: (I) END-USER’S ACTUAL DIRECT DAMAGES OR (II) THE AGGREGATE AMOUNTS RECEIVED BY SELLIGENT FOR END-USER’S ACCESS TO THE SERVICES, IN THE TWELVE (12) MONTHS PRECEDING THE FIRST EVENT GIVING RISE TO THE LIABILITY.
11.2. Exclusion of Consequential and Related Damages. IN NO EVENT SHALL EITHER PARTY, NOR SELLIGENT’S THIRD-PARTY HOSTING PROVIDER(S), HAVE ANY LIABILITY TO THE OTHER FOR ANY LOST PROFITS (EXCLUDING ANY FEES OWED TO SELLIGENT BY END-USER UNDER THIS EULA), REVENUES, LOSS OF USE, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED AND WHETHER IN CONTRACT, TORT, OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THIS SECTION SHALL NOT BE CONSTRUED TO PROHIBIT A SELLIGENT CLAIM FOR DAMAGES ALLEGING ANY SUCH BASES DUE TO VIOLATION OF THE PROPRIETARY RIGHTS SECTION (COPYING, ETC.) WHICH SELLIGENT ASSERTS ARE DIRECT, AND NOT INDIRECT DAMAGES.
12. Term & Termination.
12.1. Term of EULA. This EULA shall take effect on the effective date as specified in the service order or statement of work with your service provider. This EULA shall renew as specified in amended or new service order or statement of work with your service provider.
12.2. Termination for Cause. A party may terminate this EULA for cause: (i) upon thirty (30) calendar days written notice of a material breach to the other party if such breach remains uncured at the expiration of such period; or (ii) if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. Subject to such prior written notice, Selligent reserves the right to deactivate End-User’s passwords and/or login credentials, and/or to block access to the Services for as long as End-User remains in breach of its contractual obligations , and End-User will be solely responsible for any and all consequences resulting from such blocking and/or deactivation, without possibility of recourse against Selligent. Selligent may terminate this EULA and all Services if, at any time, End-User becomes or is acquired by a competitor of Selligent’s. Upon any termination for cause by End-User, Selligent shall refund End-User any prepaid Fees for the remainder of the subscription term after the effective date of termination.
12.3. Return of End-User Data. Subject to Section 8.4 above, and upon written request by End-User made within ten (10) calendar days prior to the effective date of termination or expiration of this EULA, Selligent may return to End-User, any and all End-User Data through FTPS or SFTP. The data shall be returned in a format that can be run on standard database systems. All complaints relating to the return of the data must be notified to Selligent in writing within five (5) business days of the return, failing which any such claims will be dismissed. End-User shall be invoiced for the costs related to such return at Selligent’s then current billing rates for such services, subject to a cap of one thousand US Dollars ($1,000 USD). After termination of the EULA, Selligent shall have no obligation to maintain or provide End-User Data and shall thereafter, in due course, delete all End-User Data in its systems or otherwise in its possession or control.
13. Force Majeure. Neither party shall incur any liability to the other for any failure to perform any of its obligations under this EULA to the extent such failure is caused by events, occurrences, or causes beyond its reasonable control and without any negligence on the part of the party seeking protection under this Section 13. Such events shall include, without limitation, acts of God, strikes, lockouts, riots, acts of war, terrorism, epidemic, pandemic, quarantine, governmental order, earthquake, fire, or explosions (each a “Force Majeure Event”). The inability to meet financial obligations is expressly excluded from consideration as Force Majeure Event. Each party shall use commercially reasonable endeavors to minimize and reduce any period of delay caused by any Force Majeure Event. In the event the Force Majeure Event continues for a period longer than thirty (30) days or, then either party shall be entitled to terminate this EULA upon written notice, with no further obligation owed by such party to the other party in respect thereof subsequent to such date of termination.
14. Feedback. End-User agrees that Selligent, or its agents, may freely use, disclose, reproduce, license, distribute, or otherwise exploit in any manner any feedback, comments, or suggestions End-User or its Users may post in any forums or otherwise provide to Selligent about the Services and Software without any obligation to End-User or its Users, restrictions of any kind (including on account of any intellectual property rights), and without any obligation of compensation to End-User, its Users and/or any third-party.
15.1. “End-User” includes any entity that controls, is controlled by, or is under common control with End-User (“Affiliates“). For purposes of this EULA, “Affiliate” means any entity that controls, is controlled by, or is under common control with the named entity, where “control” is defined as the ownership of at least fifty-one percent (51%) of the equity or beneficial interests of such entity or the right to vote for or appoint a majority of the board of directors or other governing body of such entity, and any other entity with respect to which End-User or any of such Affiliates has management or operational responsibility. “End-User” also includes any and all employees, agents, independent contractors, subcontractors, or affiliated third parties of End-User who access or otherwise use the Service(s) provided under this EULA. End-User shall assume any liability arising out of the performance of its Affiliates, employees, agents, independent contractors, and affiliated third parties under this EULA.
15.2. “End-User Data” means all data, documentation, content, or information submitted by or on behalf of End-User to or through the Service(s), including Consumer Data, any audio-visual design assets (i.e., photographic images, video, animations, illustrations), or other identifying or branding elements of End-User or its clients to enable performance of the Service(s). For the avoidance of doubt, any and all End-User Data shall remain the sole and exclusive property of End-User.
15.3. “Consumer Data” means any information to which Selligent is provided access under this EULA that could identify an individual either directly or indirectly including, without limitation, the individual’s name, birth date, personal contact information, passwords, employment information, or other individual confidential information.
15.4. “Platform” means the technical infrastructure Selligent has in place to provide the Subscription Service(s) for End-User. End-User may, elect to have multiple, logically separated installations of the Platform, each an “Instance”. Instance(s) may be ordered only via execution of a Sales Order.
15.5. “Service(s)” means the Subscription Services, Project Services, Success Services and Support Services that the End-User orders in the context of this EULA. “Additional Services” may be ordered via subsequent SOW(s) and/or Sales Order(s) and upon execution of any such subsequent SOW(s) and/or Sales Order(s) shall be incorporated into the definition of “Services”.
15.6. “Subscription Service(s)” means, as ordered on a Service Order, the software and products which Selligent owns and/or is licensed to resell and/or distribute from third-parties, accessible via a designated website or IP address, or ancillary products and services provided to End-User by Selligent, to which End-User is being granted access under this EULA.
15.7. “Unique Contact” means a de-duplicated e-mail address appearing on Client’s lists within the Platform, the number of which are used for billing purposes as described in the applicable Service Order.
15.8. “Usage Rights” means those rights to use the Subscription Services in accordance with this EULA.
15.9. “User” means an individual expressly authorized by End-User to use the Services and to whom End-User has supplied a user identification and password. Users may include End-User’s employees, agents (third-party service providers), independent contractors, or subcontractors
16. Specific Terms. Certain optional services, that may be order by the End-User, will require the inclusion of additional specific terms and conditions relating to those option services (“Specific Agreements”). At the time of ordering of such services, these Specific Agreement will be incorporated into the terms of this EULA.
17. Third-Party Beneficiaries. There are no third-party beneficiaries under this EULA.
18. Reservation of Rights. Any software associated with the Services and website is protected by copyright laws and international copyright treaties, as well as other intellectual property rights, laws, and treaties.