General terms and Conditions

These Terms of Use for CyberLynx-Security Services (“Terms of Use”) govern Client’s use of the CyberLynx Security Ltd. Services (the “Services”) between Client (the entity or individual making use of the Services) and CyberLynx Security Ltd. or an authorized seller of CyberLynx-Security (“CyberLynx”).  If Client does not agree to all of these terms, Client shall discontinue any use of the Services immediately. These Terms of Use are subject to change without notice.

 

Right to use the Services; Trademark License; Ownership Rights

Subject to the provisions of the Terms of Use, and provided the fees have been paid, if applicable, Client is granted a nonexclusive, non-transferable, non-sublicensable, revocable, fee bearing, limited right to access and make use of the Services for Client’s internal purposes. Client agrees not to (i) sell, license (or sub-license), lease, assign, transfer, pledge, or share any of its rights under these Terms of Use and the Services Agreement with or to any third party; (ii) modify, alter, reverse engineer, disassemble, de-compile, translate the Services and/or accompanying documentation, or grant any third party the right to do so; or (iii) violate any applicable laws or use the Services for any activities or content that is illegal under applicable law.

All intellectual property rights evidenced by or embodied in the Service, are owned exclusively by CyberLynx and its suppliers. The rights granted to Client are limited to those expressly stated in these Terms of Use and in any Services Agreement. No additional rights or licenses are being granted by implication or otherwise and all such rights and licenses are expressly reserved. Any ideas, suggestions, modifications and the like made by Client with respect to the Services will be the property of CyberLynx regardless of whether CyberLynx chooses to exercise its rights to incorporate such ideas, suggestions or modifications into the Services.

Client consents to CyberLynx and its affiliates using its name and logo to identify Client as a customer of CyberLynx Security Ltd. Any use shall be subject to compliance with guidelines that Client may deliver to CyberLynx from time-to-time regarding the use of its name and logo. This consent terminates upon termination of the Services.

 

Protection of Information

Upon registration and/or use of the Services, Client shall be required to provide certain information (including user name, password and billing information). Client agrees to provide true, accurate, complete and current information. Client is solely responsible for maintaining the confidentiality of any passwords and account information required to access Services, for all acts that occur in connection with Client’s account and to immediately notify CyberLynx of any unauthorized use of Client’s account. Client is solely responsible for any information it provides in connection with the Services and its use thereof. Client consents to CyberLynx’s use of such information in accordance with CyberLynx’s privacy policy and warrants that it has all rights and permissions necessary to transfer such information to CyberLynx for CyberLynx’s use in its worldwide operations.

 

Services, general commercial terms

Services are as stipulated in a Proposal or in an Ordering Form.

Unless specified otherwise:

  • Proposals and Ordering Forms take into account travel and living expenses for the relevant sites as defined in the Proposal in writing. Beyond that defined scope, all other travel and living expenses are not included and if required, Customer will reimburse CyberLynx for all travel and associated living costs for the personnel who are providing services locally.

  • ·Proposals are based on assumptions made by CyberLynx relating to the needs described by the customer. CyberLynx reserves the right to amend Proposal in the event of changes to specifications or other requirements relating to the proposed project that may be discovered by CyberLynx or requested by the customer.

  • Costs provided in this Proposals represent the net amounts to be received by CyberLynx and do not include any current or future customs duties or taxes, including, but not limited to, sales tax, withholding taxes, VAT and any other taxes which may apply and must be paid by the customer.

Indemnification

Client agrees to indemnify, defend and hold harmless CyberLynx, its officers, directors, employees, stockholders, affiliates, agents and suppliers, from and against any and all third party claims and the related damages, losses or expenses, including but not limited to attorneys' fees and costs, arising out of or in any way connected with Client’s Content, data, or websites, including without limitation any claims relating to the accessibility of Client’s website and any collection, use, or export of personal information or other data.

Eligibility

Without limiting the foregoing, the Services are not available where they are illegal to use, and CyberLynx reserves the right to refuse and/or cancel services to anyone at its own discretion if it believes that they are being used in violation of an applicable law or if instructed to do so by any legal authority.

 

Disclaimers

CYBERLYNX AND ITS SUPPLIERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND WITH RESPECT TO THE SERVICES , WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT AND ANY EXPRESSED OR IMPLIED WARRANTIES ARISING FROM ANY COURSE OF DEALING, USAGE, OR TRADE PRACTICE. CYBERLYNX MAKES NO WARRANTY THAT:

  1.  THE SERVICES WILL MEET CLIENT’S REQUIREMENTS OR EXPECTATIONS;

  2.  THE SERVICES WILL WITHSTAND ATTEMPTS TO EVADE SECURITY MECHANISMS OR THAT THERE WILL BE NO BREACH OF THE SERVICES’ SECURITY MEASURES.

 

Limitation of liability

IN NO EVENT SHALL CYBERLYNX, VENDORS OR SUPPLIERS HAVE ANY LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, REVENUE, INCOME, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, WHETHER IN CONTRACT, TORT OR UNDER ANY THEORY OF LIABILITY EVEN IF CYBERLYNX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE TOTAL AND AGGREGATE LIABILITY OF CYBERLYNX, VENDORS AND THEIR AFFILIATES AND SUPPLIERS TO CLIENT OR ANY THIRD PARTY SHALL BE LIMITED TO THE AMOUNT OF FEES PAID BY CLIENT FOR THE SERVICES DURING THE SIX (6) MONTH PERIOD PRECEDING THE EVENT THAT GAVE RISE TO THE CLAIM.

CLIENT ACKNOWLEDGES AND AGREES THAT CYBERLYNX AND VENDOR HAVE OFFERED THE SERVICES AND SET THEIR PRICES IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN CLIENT, VENDOR AND CYBERLYNX. CYBERLYNX WOULD NOT BE ABLE TO PROVIDE THE SERVICES ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.

 

Confidentiality

Client agrees to hold in confidence any and all confidential and proprietary information of CyberLynx and its affiliates (the “Confidential Information”). Confidential Information includes, without limitation, these Terms of Use and the existence of any relationship between Client and CyberLynx. Client agrees not to use the Confidential Information except as necessary to fulfill its obligations or exercise its express rights hereunder, and not to disclose the Confidential Information to any person (other than Client’s personnel having a need to know who are bound by professional duty or in writing to keep such information confidential) without the prior written consent of CyberLynx. 
Without granting any right or license, CyberLynx agrees that the foregoing shall not apply with respect to any information that Client can document (i) is or becomes (through no improper action or inaction by Client or any affiliate, agent, consultant or employee of Client) generally available to the public, or (ii) was in its possession or known by it without restriction prior to receipt from CyberLynx. Client may make disclosures required by law or court order provided Client uses diligent reasonable efforts to limit disclosure and to obtain confidential treatment or a protective order and allows CyberLynx to participate in the proceeding.

 

Assignment

Any rights granted under the Terms of Use, may not be transferred or assigned by Client without CyberLynx’s written consent, but may be assigned by CyberLynx without restriction. Any attempted assignment in violation of this Section shall be void. The Terms of Use will bind and inure to the benefit of each party’s permitted successors and assigns.

 

Applicable Law

The Terms of Use and any action related thereto shall be governed by the laws of the State of Israel, without regard to the conflicts of law provisions thereof. The parties to the Services Agreement hereby consent to the exclusive jurisdiction and venue of state and federal courts located in Tel Aviv, Israel or for the purpose of any such action. The provisions of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act will not apply.

General

The parties are independent contractors and nothing in these Terms of Use authorizes a party to act as an agent of the other or bind the other to any transaction or agreement. Except as specifically provided, the exercise by either party of any rights and remedies under the Terms of Use will be without prejudice to its other remedies under the Terms of Use or otherwise. The failure of CyberLynx to exercise or enforce any right or provision of the Terms of Use will not constitute a waiver of such right or provision and any waiver of any provision of the Terms of Use will be effective only if in writing and signed by  CyberLynx . CyberLynx is a third party beneficiary of any terms between a reseller of Services and Client. In the event any provision of the Terms of Use shall be determined to be invalid or unenforceable under law, all other provisions shall continue in full force and effect. These Terms of Use and an Order Form, if applicable, are the entire agreement between Client and CyberLynx relating to the subject matter hereof and supersede all previous communications, representations, and agreements either oral or written between the parties with respect to said subject matter and will not be modified except in writing, signed by Client and CyberLynx, or by a change to these Terms of Use by CyberLynx as set forth above. Any additional or inconsistent terms on a purchase order shall be null and void. In the event of a conflict between an Order Form that has been signed by Client and accepted by CyberLynx and these Terms of Use, the terms of such Order Form shall govern.

Notices

Notices shall be sent by Client by email to info@cyberlynx.lu and by CyberLynx by posting a notice on Client’s account page or by sending an email to the Client email address. Each party may update its contact information by providing such a notice. Notice will be deemed given twenty-four hours after posting or after an email is sent to the most recent address provided by the other party.

©2017 by CyberLYNX.