本サービスの無料トライアルのお申し込みには、利用規約の同意が必要です。

CyCube利用規約

  1. 本サービスの無料トライアルを受ける場合は「END USER LICENSE AGREEMENT AND TERMS OF USE（エンドユーザーライセンス契約及び利用規約）」(以下「EULA」といいます)に同意する必要があります。
  2. 利用開始日から7日間のみのご利用となります。
  3. 利用開始日とは、《利用開始の定義》を指します。※ex.本サービスをインストールした日を指します。
  4. 本サービスの無料トライアルは1回限りとします。
  5. 本サービスの無料トライアルの利用に際して利用者に損害が発生した場合であっても、その理由の如何を問わず、当社は一切の責任を負わないものとします。

END USER LICENSE AGREEMENT AND TERMS OF USE

  1. General
    1. CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS BEFORE USING THE SOFTWARE PROVIDED TO YOU BY TRIPLE P TRAINING AND CONSULTING LTD. OR ONE OF ITS AFFILIATED ENTITIES, (“LICENSOR”). “SOFTWARE” MEANS LICENSOR’S Cycube_SOFTWARE, (THE “SOFTWARE”). “YOU” OR “LICENSEE” REFERS TO THE END USER OF THE SOFTWARE.
    2. LICENSEE’S USE OF THE SOFTWARE IS PERMITTED PURSUANT TO THE LICENSE GRANTED IN THIS END USER LICENSE AGREEMENT and TERMS OF USE (“EULA”), FOR USE ONLY IN ACCORDANCE WITH THE TERMS AND CONDITIONS AND SUBJECT TO THE LIMITATIONS SET FORTH BELOW. LICENSEE ACCEPTS AND AGREES TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS EULA BY DOING ONE OF THE FOLLOWING: SIGNING THIS EULA; CLICKING THE “I AGREE” OR “YES” BUTTON WHEN PROMPTED. LICENSEE IS NOT AUTHORIZED TO USE THE SOFTWARE IF LICENSEE DOES NOT INDICATE ACCEPTANCE OF THIS EULA IN ONE OF THE FOREGOING WAYS. IF LICENSEE DOES NOT AGREE TO THE TERMS AND CONDITIONS OF THIS EULA, LICENSEE SHOULD NOT SIGN THIS EULA; OR SHOULD CLICK THE “CANCEL” OR “NO” BUTTON; AND MAKE NO FURTHER USE OF THE SOFTWARE. THE INDIVIDUAL WHO ACCEPTS THE TERMS AND CONDITIONS OF THIS EULA IS AT LEAST 16, ACTING ON BEHALF OF THE LICENSEE AND HEREBY REPRESENTS AND WARRANTS THAT HE OR SHE IS AUTHORIZED BY THE LICENSEE TO ACCEPT THESE TERMS AND CONDITIONS ON LICENSEE’S BEHALF.
  2. Definitions
    1. “Authorized Distributor” a distributor, authorized by Licensor to provide a license to the Software or provide the Services in the applicable territory.
    2. “Documentation” shall mean the software documentation and any specifications, manuals, material and instructions provided to Licensee in connection with the Software.
    3. “Intellectual Property Rights” means all worldwide (a) patents, patent applications and patent rights; (b) rights associated with works of authorship, including copyrights, copyrights applications, copyrights restrictions, mask work rights, mask work applications and mask work registrations; (c) rights relating to the protection of trade secrets and confidential information; (d) know how, including technical and scientific information, drawings, reports, data, techniques, computational know how, algorithms, software, codes, logic product use, whether or not patentable or registerable; (e) intellectual property rights analogous to those set forth herein and any other proprietary rights relating to intangible property; and (f) divisions, continuations, renewals, reissues and extensions of the foregoing (as applicable) now existing or hereafter filed, issued.
    4. “Service/s” means the services, or features, provided via the Software.
    5. “Software” shall have the meaning ascribed in the Preamble. For removal of doubt, the Software does not include underlying third party software.
  3. Non-Exclusive License Grant. Subject to the terms, conditions and covenants set forth herein and Licensee’s compliance with its payment and other obligations, the Licensor hereby grants Licensee a non-exclusive, non-transferable and limited license (“License”) to use the Software for its internal business use only (“Purpose”). Licensee may grant its customers access to the Software for the Purpose and subject to the details of the license acquired by Licensee (including any limitations therein relating on the number of subscribers ). For the avoidance of doubt, Licensee shall be entitled to use simultaneously only the number of Licenses purchased by Licensee. Licensee shall be responsible for any and all damages caused to Licensor by any employee’s failure to abide by the provisions herein (including without limitation Section ‎‎4 and confidentiality). The License is terminable and revocable in accordance with the terms of this EULA. Licensor reserves all rights not expressly granted to Licensee herein. The terms of this EULA shall apply to right to use the Software acquired under a “Software as a Service (SaaS)” purchase order.
  4. Licensee Limitations. Licensee shall not:
    1. attempt or seek to copy the Software or any part thereof, including source codes or otherwise use or have access to any Software source code by decompilation, disassembly, reverse engineering or other means, or in any way cooperate with any third parties with respect to such prohibited acts;
    2. distribute, alter, modify, adapt or translate the Software and/or any part thereof, or otherwise attempt to discover the source code of the Software or create any derivative works based on the Software or its Documentation in whole or in part, or in any way co-operate with any third parties with respect to such prohibited acts;
    3. represent that it possesses any proprietary interest in the Software or any part thereof;
    4. register any trademarks, trade names or symbols similar to those of Licensor or the Software;
    5. alter, remove, or obscure any copyright, trade secret, patent, trademark, logo, proprietary and/or other legal notices on or in any copies of the Software;
    6. incorporate or bundle the Software into or with other software or hardware, except to the extent expressly authorized in writing by Licensor;
    7. sell, license, sublicense, rent, loan, assign, or otherwise transfer (whether by sale, exchange, gift, operation of law, or otherwise) to any third party the Software, any copy thereof, or any license or other rights thereto, in whole or in part;
    8. publicly disseminate performance information or analysis (including, but without limitation, benchmarks and performance tests) from any source relating to the Software;
    9. make available any content or files that violate any laws, rules, regulations or policies of any applicable jurisdiction;
    10. use the Software, or permit it to be used for, third party training, or for commercial time-sharing or service bureau use.
    11. perform any act that is illegal or jeopardizes, destabilizes, interrupts or encumbers the Software or their servers and/or violates Licensor’s Intellectual Property Rights;
    12. breach any applicable laws or regulations and/or Licensor policies of which Licensee has been made aware;
    13. use the Software, in whole or in part, except as expressly allowed under this EULA;
    Licensee agrees to promptly notify Licensor of any breaches of the restrictions set forth in this Section ‎4 of which the Licensee becomes aware.
  5. Licensee Obligations
    1. The Licensee undertakes to use the Software pursuant to the terms herein, the Documentation and all applicable laws and regulations.
    2. For the avoidance of doubt, the License does not grant the Licensee any right to use and/or to present the Software or any component thereof on any media or multi-media platform, or any other platform that enables communication to the public (including, without limitation, the Internet).
    3. Licensee shall not remove or alter any copyright notices on any and all copies of the Software or any components thereof.
    4. Licensee shall not rent, lease, lend or distribute the Software or any components and/or copies thereof to third parties.
  6. Payment and Payment Method
    1. Licensee shall be obligated to pay Licensor or Authorized Distributor the Applicable Fees for the Software in the currency, as detailed in the applicable purchase order and payment of the Applicable Fees shall be a fundamental condition for of the License. “Applicable Fees” shall include, without limitation, any license fees or subscription fees to use the Software is acquired under a “Software as a Service (SaaS) purchase order. All fees and other charges due hereunder are due and payable in full within forty-five (45) days of the date of Licensor’s invoice. Interest shall accrue on any outstanding amounts at the rate of one and a half percent (1.5%) per month until the date of actual payment, without derogating from any other rights or remedies Licensor may have against the Licensee.
    2. Licensee shall be responsible for all sales, use, VAT, transfer and other taxes and duties imposed by any federal, state, municipal or other governmental authority relating to the Software, exclusive, however, of taxes based on the net income of Licensor.
    3. It is hereby clarified that any purported change, modification or addition to the Purchase Order, including by reference to standard terms of procurement or other similar document shall be null and void, unless expressly agreed in writing between an authorized representative of Licensor and Licensee.
  7. Intellectual Property. Licensee acknowledges that all proprietary and/or Intellectual Property Rights in the Software belong to Licensor alone. Other than the limited license to the Software set forth in this EULA, Licensor does not grant to Licensee any other right in or to any portion of its Intellectual Property. In addition, Licensee further acknowledges that it shall not acquire any rights with respect to goodwill developed in connection with the Software or the Licensor, even if the Licensee’s efforts hereunder contributed to the same and Licensee hereby waives any claim with respect thereto.
  8. Third-Party Services.
    1. The Software may display, include or make available third-party content (including data, information, applications and other products services) or provide links to third-party websites or services.
    2. Licensee acknowledges and agrees that the Licensor shall not be responsible for any Third-party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. The Licensor does not assume and shall not have, any liability or responsibility to Licensee or any other person or entity for any Third-party Services.
    3. Licensee must comply with applicable Third parties’ Terms of agreement when using the Software. Third-party Services and links thereto are provided solely as a convenience to Licensee and Licensee access and use them entirely at Licensees own risk and subject to such third parties’ Terms and conditions.
  9. Modification and Support. Licensor shall not have any obligation to provide maintenance or support services or otherwise continue the development of the Software or to provide any new versions, upgrades, updates, enhancements or modifications (“Modifications”), unless agreed upon in a separate agreement between Licensor and Licensee. Notwithstanding the above, Licensor may make Modifications to the Software including to reflect changes in technology, industry practices and/or patterns of Software use. In the event the Licensor or an Authorized Distributor provides Licensee with Modifications to the Software, and Licensee elects to use such Modification, such Modifications as well as all written instructions, specifications, and manuals relating thereto shall be subject to the terms of the EULA and shall be deemed, respectively, as part of the Software and Documentation.
  10. Consent to Use and Transfer of Personal Data
    1. Licensee hereby acknowledges that in order to provide the Software and Services, Licensor shall have the right to use, process and transmit Personal Data as provided by the Licensee, and Licensee hereby consents to use by Licensor thereof in order for Licensor to perform the Services. all in accordance with Licensor’s privacy policy.
    2. If the Software is purchased from an Authorized Distributor, Licensee consents that the Authorized Distributor may transfer to Licensor Personal Data and other data provided to Authorized Distributor in order to allow Licensor to provide the Software and the Services to Licensee, and to be Processed in accordance with its privacy policy.
    3. Licensor will process the Personal Data provided in accordance with its privacy policy, located at https://cycube.io.
  11. Limited Warranty
    1. Licensor warrants that it has the full legal right to license the Software in accordance with this EULA and that to the best of its knowledge, the use by Licensee of the Software does not infringe, misappropriate or otherwise violate any third party intellectual property rights.
    2. The Licensor warrants that the Software will perform substantially in accordance with end user documentation. This warranty shall be valid for twelve months from the date the Licensee electronically registers the Software with Licensor (“Warranty Period”) and relates solely to the Software.
    3. The above warranty shall not apply to any defects which the Licensor determines results from: (i) loss or damage in transit; (ii) external causes such as accident, abuse, misuse, or problems with electrical power; (iii) unreasonable or inadequate storage, installation or maintenance; (iv) any alterations or repairs (or attempts to make alterations or repairs) made without Licensor’s prior written consent; (v) Licensee’s acts or omissions which exposes the Software to any environment not suitable for it, with the respective specifications, including without limitation, Licensee’s use of toxic, corrosive, or caustic liquids and/or gases with the Hardware; (vi) any defect or problems caused by any defect in any hardware or software used in combination with the Software; (vii) any usage that is not in accordance with the Documentation or the provisions of section 4 herein. This warranty shall not apply to any Software for which Licensor has not received payment due.
    4. EXCEPT FOR THE ABOVE EXPRESS WARRANTY, LICENSOR PROVIDES THE SOFTWARE ON AN “AS IS” AND SUBJECT TO APPLICABLE LAW; LICENSOR DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE AND ANY WARRANTY IN EXCESS OF THE WARRANTY HEREIN, EVEN IF GRANTED BY THE AUTHORIZED DISTRIBUTOR. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE, ITS USE, OPERATION OR THE LICENSEE’S ABILITY TO USE THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT ANY OR ALL SOFTWARE ERRORS WILL BE CORRECTED. LICENSOR DOES NOT WARRANT OR MAKE ANY REPRESENTATION THAT CUSTOMER WILL ACHIEVE PARTICULAR RESULTS AND DOES NOT GUARANTEE ANY IMPROVEMENTS IN ANY AGRICULTURAL OR COMMERCIAL MEASUREMENTS. INFERENCES MADE BY INDIVIDUALS USING THE SOFTWARE DO NOT REFLECT THOSE OF LICENSOR. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE’S SECURITY WILL BE FLAWLESS.
  12. Limitation of liability
    1. UNDER NO CIRCUMSTANCE SHALL LICENSOR BEAR ANY LIABILITY FOR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM THE FURNISHING OF THE SOFTWARE, AND/OR PERFORMANCE AND/OR USE OF THE SOFTWARE BY LICENSEE, INCLUDING BUT NOT LIMITED TO ANY LOSS OR DAMAGE TO BUSINESS EARNINGS, RELIANCE, COVER OR LOSS OF ANTICIPATED PROFIT, GOODWILL, OR OTHER BENEFIT, BUSINESS INTERRUPTION OR FAILURE, SUFFERED BY ANY PERSON AND/OR ENTITY, ARISING FROM AND/OR RELATED AND/OR CONNECTED TO ANY USE OF THE SOFTWARE AND/OR ANY COMPONENT THEREOF, IN EACH CASE EVEN IF LICENSOR OR ANY REPRESENTATIVE THEREOF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT IN CONNECTION WITH THIS AGREEMENT OR THE SOFTWARE, LICENSOR SHALL ONLY BE LIABLE OR BEAR ANY RESPONSIBILITY WITH RESPECT TO LICENSEE AS FOLLOWS: FOR THE APPLICABLE FEES ACTUALLY PAID BY LICENSEE IN THE 12 MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CAUSE OF ACTION GIVING RISE TO THE CLAIM AROSE. LICENSEE AGREES NOT TO BRING ANY SUIT OR ACTION AGAINST LICENSOR, ITS SUBSIDIARIES, AFFILIATES, AND/OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS FOR ANY REASON WHATSOEVER MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION ARISES.
  13. Term and Termination
    1. Subject to early termination in accordance with the following provisions, the License shall remain valid for the duration specified in a purchase order, (and if no term is specified, the License shall be valid for a period of one year beginning upon the date of first access of the Software. In the event that Licensee wishes to extend the term of the License, the Licensee shall be required to issue a subsequent purchase order. [Etti – do you want it to automaticall renew instead?]
    2. Licensor shall be entitled to terminate this EULA immediately in the event that: (i) Licensee has failed or fails to comply with any terms and/or conditions hereof (including without limitation failure by Licensee to pay any annual license or maintenance fee); or (ii) any proceedings are commenced by, for, or against Licensee under any bankruptcy, insolvency, or debtor’s relief law for the purpose of seeking reorganization of such party’s debts, and such proceeding is not dismissed with fifteen (15) calendar days of its commencement. Such termination shall be without prejudice to any other right.
    3. Upon termination of the License for any reason, Licensee shall immediately cease using the Software and, to the extent relevant, delete any software components from any computer terminal of the Licensee, return or destroy all copies of the Documentation and provide written notice to Licensor of such return, deletion and destruction having been completed which expressly sets out (i) whether any copies and/or reproductions of the Software were made, and if so, how many, and (ii) that all such copies and/or reproductions have been returned; and is signed by a suitably senior representative of Licensee.
    4. The termination of this EULA shall not affect any provisions, which are intended – expressly or by implication – to continue in force after such termination.
  14. Miscellaneous
    1. Confidentiality. Subject to the terms of this Agreement, during the term of this EULA, and for a period of five (5) years thereafter, each party (“Receiving Party”) shall not disclose the confidential information of the other party (“Disclosing Party”) to any third party and shall not use the same for a purpose other than the Purpose and as set forth in Section ‎10; provided that the foregoing shall not apply to (i) any information provided by Licensee to Licensor for the Purpose and/or governed by Appendix A hereto; (ii) confidential information that the Receiving Party can conclusively show (a) was already a part of the public domain at the time of disclosure to the Receiving Party; (b) was already known to the Receiving Party at the time of disclosure to the Receiving Party; (c) is or becomes a part of the public domain through no fault of the Receiving Party; (d) is rightfully obtained by the Receiving Party without restriction on disclosure or use; (e) was or is independently ascertained or developed by officers or employees of the Receiving Party who have not had access to the confidential information; or (f) is required to be disclosed by law, regulation or court order, provided that the receiving party will promptly notify the disclosing party in writing prior to making any such disclosure in order to allow the Disclosing Party to seek a protective order or other appropriate remedy from the proper authority.
    2. Amendment, Waiver. No waiver or modification of any provision of this EULA shall be effective unless expressed and agreed in writing between the Parties hereto.
    3. Audit. Licensor may audit Licensee’s use of the Software to verify that usage complies with the terms of this license, including without limitation through collection and use of collected data , self certification, on site audits done by Licensor or using a third party auditor. On site audits will be performed upon reasonable notice and during normal business hours, but not more often than once per year. Licensee shall pay Licensor for any unauthorized uses of the Software disclosed in the audit, including the use of additional licenses. The price for any over deployment shall be as agreed. Licensor shall bear the cost of any such audit, except where the audit demonstrates non-compliance, In such case, in addition to purchasing appropriate licenses for any over-deployed Software, Licensee shall reimburse Licensor for the fees of the audit.
    4. Severability. If any provision of this EULA is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
    5. Governing Law and Jurisdiction. This Agreement shall be governed by, construed, and enforced in accordance with the laws of Israel, without regard to conflict of law principles. Any action in connection with this EULA shall be brought in the courts of Tel-Aviv-Jaffe; and we both irrevocably consent to the exclusive jurisdiction and venue of the Tel-Aviv-Jaffe courts for the adjudication of all claims in connection with or arising out of this EULA.
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