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1Terms and Conditions of Use 1Terms and Conditions of Use
2 2
3IMPORTANT - PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY WHEN YOU (HEREAFTER, "YOU" OR "YOUR") ARE ORDERING OR ACCESSING THE LISTED SERVICES AND/OR SOFTWARE FROM LOGMEIN, INC. ("LMI"). These terms and conditions ("Terms") govern the use and licensing by LMI of the following LogMeIn® service(s) and related software: (LogMeIn Backup®, LogMeIn® Central™, LogMeIn Free®, LogMeIn® Ignition™, LogMeIn IT Reach®, LogMeIn® Mac, LogMeIn Pro®, LogMeIn Pro2®, LogMeIn Rescue®, LogMeIn® Rescue+Mobile™, LogMeIn Hamachi®, LogMeIn Hamachi2® and any other related software or services) (the "Service") and the Network Console™ software (the "Software" and together with the Service, the "Products"). BY COMPLETING THE ELECTRONIC ACCEPTANCE PROCESS, CLICKING THE "SUBMIT" OR "ACCEPT" BUTTONS, SIGNING, USING ANY OF THE PRODUCTS OR OTHERWISE INDICATING YOUR ACCEPTANCE OF THESE TERMS, YOU REPRESENT AND WARRANT THAT YOU: (I) ARE AUTHORIZED TO SIGN FOR AND BIND YOURSELF AND ANY OTHER PARTY ON WHOSE BEHALF YOU USE THE SERVICE AND/OR SOFTWARE (THE "CONTRACTING PARTY") AND (II) AGREE FOR YOURSELF AND THE CONTRACTING PARTY TO BE BOUND BY ALL OF THESE TERMS (INCLUDING THE DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY SECTIONS SET FORTH BELOW) TO THE EXCLUSION OF ANY OTHER RIGHTS AND OBLIGATIONS, SUCH AS ANY RIGHTS, OBLIGATIONS OR OTHER TERMS LISTED ON A PURCHASER ORDER OR THE LIKE YOU OR THE CONTRACTING PARTY MAY PROVIDE LMI AND YOU AGREE THAT ANY SUCH RIGHTS, OBLIGATIONS OR OTHER TERMS LISTED ON SUCH PURCHASE ORDER OR THE LIKE ARE HEREBY NULL AND VOID. LMI reserves the right, exercised in its sole discretion, to change, modify, add, or delete portions of these Terms at any time in accordance with the procedures set forth below in the section labeled "Modifications". 3IMPORTANT - PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY WHEN YOU
4(HEREAFTER, "YOU" OR "YOUR") ARE ORDERING OR ACCESSING THE LISTED
5SERVICES AND/OR SOFTWARE FROM LOGMEIN, INC. ("LMI"). These terms
6and conditions ("Terms") govern the use and licensing by LMI of the
7following LogMeIn® service(s) and related software: (LogMeIn Backup®,
8LogMeIn® Central™, LogMeIn Free®, LogMeIn® Ignition™, LogMeIn IT
9Reach®, LogMeIn® Mac, LogMeIn Pro®, LogMeIn Pro2®, LogMeIn Rescue®,
10LogMeIn® Rescue+Mobile™, LogMeIn Hamachi®, LogMeIn Hamachi2® and
11any other related software or services) (the "Service") and the Network
12Console™ software (the "Software" and together with the Service, the
13"Products"). BY COMPLETING THE ELECTRONIC ACCEPTANCE PROCESS, CLICKING
14THE "SUBMIT" OR "ACCEPT" BUTTONS, SIGNING, USING ANY OF THE PRODUCTS OR
15OTHERWISE INDICATING YOUR ACCEPTANCE OF THESE TERMS, YOU REPRESENT AND
16WARRANT THAT YOU: (I) ARE AUTHORIZED TO SIGN FOR AND BIND YOURSELF AND
17ANY OTHER PARTY ON WHOSE BEHALF YOU USE THE SERVICE AND/OR SOFTWARE (THE
18"CONTRACTING PARTY") AND (II) AGREE FOR YOURSELF AND THE CONTRACTING PARTY
19TO BE BOUND BY ALL OF THESE TERMS (INCLUDING THE DISCLAIMER OF WARRANTY
20AND LIMITATION OF LIABILITY SECTIONS SET FORTH BELOW) TO THE EXCLUSION
21OF ANY OTHER RIGHTS AND OBLIGATIONS, SUCH AS ANY RIGHTS, OBLIGATIONS OR
22OTHER TERMS LISTED ON A PURCHASER ORDER OR THE LIKE YOU OR THE CONTRACTING
23PARTY MAY PROVIDE LMI AND YOU AGREE THAT ANY SUCH RIGHTS, OBLIGATIONS OR
24OTHER TERMS LISTED ON SUCH PURCHASE ORDER OR THE LIKE ARE HEREBY NULL
25AND VOID. LMI reserves the right, exercised in its sole discretion, to
26change, modify, add, or delete portions of these Terms at any time in
27accordance with the procedures set forth below in the section labeled
28"Modifications".
4 29
51. Registration 301. Registration
6 31
7To use the Products, You and/or the Contracting Party may be required to complete and submit a registration form ("Registration Form"). As part of this registration process for, You and the Contracting Party agree to: (i) provide certain limited information about Yourself and the Contracting Party as prompted to do so by during the registration process or thereafter by the Products (such information to be current, complete and accurate) and (ii) maintain and update this information as required to keep it current, complete and accurate. The information requested at the time of the original signup shall be referred to as registration data ("Registration Data"). You may not register for any Service if You are under 18 years of age. By registering, You and the Contracting Party represent to LMI that You are 18 years of age or older. If LMI discovers that any of Your Registration Data is inaccurate, incomplete or not current, or if LMI determines, in its sole discretion, that You or the Contracting Party are not an appropriate subscriber or user of the Products, LMI may terminate all rights to access, receive, use and license the Products, Service and Software immediately upon notice. 32To use the Products, You and/or the Contracting Party may be required
8Your and the Contracting Party's assent to these Terms constitutes your express understanding and agreement that when personal data is provided to LMI, such data will be processed in the United States. Any personal data collected from or about users or licensees in connection with the Service or Products, through the LMI website, or otherwise under these Terms, will be maintained and processed in the United States by LMI or a party acting on its behalf, as LMI's Services, Products and website are provided via equipment and other resources located in the United States. LMI's Privacy Policy describes how personally identifiable information may be collected, used and disclosed. 33to complete and submit a registration form ("Registration Form"). As
34part of this registration process for, You and the Contracting Party
35agree to: (i) provide certain limited information about Yourself and
36the Contracting Party as prompted to do so by during the registration
37process or thereafter by the Products (such information to be current,
38complete and accurate) and (ii) maintain and update this information
39as required to keep it current, complete and accurate. The information
40requested at the time of the original signup shall be referred to
41as registration data ("Registration Data"). You may not register for
42any Service if You are under 18 years of age. By registering, You and
43the Contracting Party represent to LMI that You are 18 years of age or
44older. If LMI discovers that any of Your Registration Data is inaccurate,
45incomplete or not current, or if LMI determines, in its sole discretion,
46that You or the Contracting Party are not an appropriate subscriber or
47user of the Products, LMI may terminate all rights to access, receive, use
48and license the Products, Service and Software immediately upon notice.
49Your and the Contracting Party's assent to these Terms constitutes your
50express understanding and agreement that when personal data is provided
51to LMI, such data will be processed in the United States. Any personal
52data collected from or about users or licensees in connection with the
53Service or Products, through the LMI website, or otherwise under these
54Terms, will be maintained and processed in the United States by LMI or
55a party acting on its behalf, as LMI's Services, Products and website
56are provided via equipment and other resources located in the United
57States. LMI's Privacy Policy describes how personally identifiable
58information may be collected, used and disclosed.
9 59
102. Conduct 602. Conduct
11 61
12You and the Contracting Party are solely responsible for the content of Your computer(s) and Your LMI account and any transmissions when using the Products. LMI does, however, reserve the right to take any action with respect to the same that LMI in its sole discretion deems necessary or appropriate. The use of the Products by You and the Contracting Party is subject to the end user license terms set forth herein and all applicable laws, rules and regulations, including local, state, national and international laws, rules and regulations (including without limitation those governing account collection, export control, consumer protection, unfair competition, anti-discrimination or false advertising). You and the Contracting Party agree: (i) to comply with all applicable laws, rules and regulations, including local, state, national and international laws, rules and regulations (including without limitation those governing account collection, export control, consumer protection, unfair competition, anti-discrimination or false advertising); (ii) not to post, distribute, or otherwise make available or transmit any software or other computer files that contain a virus, trojan horse, worm or other harmful or destructive component; (iii) not to use the Products for any illegal purposes; (iv) not to delete from the Products, Software, documentation or any web site used in connection with the Products, any legal notices, disclaimers, or proprietary notices such as copyright or trademark notices, or modify any logos that You or the Contracting Party do not own or have express permission to modify; (v) not to interfere or disrupt networks connected to the Service; (vi) not to use the Products to infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; and (vii) not to transmit any unlawful, harassing, libelous, defamatory, racist, indecent, abusive, violent, threatening, intimidating, harmful, vulgar, obscene, offensive or otherwise objectionable material of any kind or nature. You and the Contracting Party will not attempt to gain unauthorized access to other computer systems or interfere with another user's use and enjoyment of the Products. The Contracting Party agrees it is responsible for all actions and inactions of its employees and consultants and will use commercially reasonable efforts to monitor its employees and consultants. 62You and the Contracting Party are solely responsible for the content
63of Your computer(s) and Your LMI account and any transmissions when
64using the Products. LMI does, however, reserve the right to take
65any action with respect to the same that LMI in its sole discretion
66deems necessary or appropriate. The use of the Products by You and the
67Contracting Party is subject to the end user license terms set forth
68herein and all applicable laws, rules and regulations, including local,
69state, national and international laws, rules and regulations (including
70without limitation those governing account collection, export control,
71consumer protection, unfair competition, anti-discrimination or false
72advertising). You and the Contracting Party agree: (i) to comply with
73all applicable laws, rules and regulations, including local, state,
74national and international laws, rules and regulations (including
75without limitation those governing account collection, export control,
76consumer protection, unfair competition, anti-discrimination or false
77advertising); (ii) not to post, distribute, or otherwise make available
78or transmit any software or other computer files that contain a virus,
79trojan horse, worm or other harmful or destructive component; (iii) not
80to use the Products for any illegal purposes; (iv) not to delete from
81the Products, Software, documentation or any web site used in connection
82with the Products, any legal notices, disclaimers, or proprietary notices
83such as copyright or trademark notices, or modify any logos that You or
84the Contracting Party do not own or have express permission to modify;
85(v) not to interfere or disrupt networks connected to the Service; (vi)
86not to use the Products to infringe any third party's copyright, patent,
87trademark, trade secret or other proprietary rights or rights of publicity
88or privacy; and (vii) not to transmit any unlawful, harassing, libelous,
89defamatory, racist, indecent, abusive, violent, threatening, intimidating,
90harmful, vulgar, obscene, offensive or otherwise objectionable material
91of any kind or nature. You and the Contracting Party will not attempt
92to gain unauthorized access to other computer systems or interfere with
93another user's use and enjoyment of the Products. The Contracting Party
94agrees it is responsible for all actions and inactions of its employees
95and consultants and will use commercially reasonable efforts to monitor
96its employees and consultants.
13 97
143. Modifications 983. Modifications
15 99
16LMI may amend these Terms at any time by (i) posting a revised Terms document on or accessible through https://secure.logmein.com and/or (ii) sending information regarding the Terms amendment to the email address You may be required to provide to LMI. You and the Contracting Party are responsible for regularly reviewing the https://secure.logmein.com site to obtain timely notice of such amendments. You and the Contracting Party manifest intent to accept these amended terms if You or the Contracting Party continues to use any of the Products after such amended terms have been posted or sent to You or the Contracting Party. If You or the Contracting Party do not agree with any such amended terms You shall notify LMI during the 30 day period after such amended terms have been posted and at the end of such 30 day period these Terms shall be deemed terminated unless LMI agrees to waive such amended terms to which You object. Otherwise, these Terms may not be amended except in writing signed by both parties. Further, LMI reserves the right to modify or discontinue any Product for any reason or no reason with or without notice to You or the Contracting Party. LMI shall not be liable to You or the Contracting Party or any third party should LMI exercise its right to revise these Terms or modify or discontinue a Product. 100LMI may amend these Terms at any time by (i) posting a revised Terms
101document on or accessible through https://secure.logmein.com and/or (ii)
102sending information regarding the Terms amendment to the email address
103You may be required to provide to LMI. You and the Contracting Party are
104responsible for regularly reviewing the https://secure.logmein.com site
105to obtain timely notice of such amendments. You and the Contracting Party
106manifest intent to accept these amended terms if You or the Contracting
107Party continues to use any of the Products after such amended terms
108have been posted or sent to You or the Contracting Party. If You or the
109Contracting Party do not agree with any such amended terms You shall
110notify LMI during the 30 day period after such amended terms have been
111posted and at the end of such 30 day period these Terms shall be deemed
112terminated unless LMI agrees to waive such amended terms to which You
113object. Otherwise, these Terms may not be amended except in writing signed
114by both parties. Further, LMI reserves the right to modify or discontinue
115any Product for any reason or no reason with or without notice to You or
116the Contracting Party. LMI shall not be liable to You or the Contracting
117Party or any third party should LMI exercise its right to revise these
118Terms or modify or discontinue a Product.
17 119
184. Passwords and Security 1204. Passwords and Security
19 121
204.1 As part of the registration process described above for each Service with the exception of LogMeIn Hamachi or LogMeIn Hamachi2 services, You and the Contracting Party must use Your email address as Your user name and choose a password for access to Your account and to Your designated computers (You should choose a password for the Service that is different from the username and password to Your computer). You and the Contracting Party agree to carefully safeguard all of Your passwords. You and the Contracting Party are solely responsible if You or the Contracting Party do not maintain the confidentiality of Your passwords and account information. Furthermore, You and the Contracting Party are solely responsible for any and all activity that occurs under Your account. You and the Contracting Party agree immediately to notify LMI of any unauthorized use of Your account or any other breach of security known to You or the Contracting Party, including if You or the Contracting Party believe that Your password or account information has been stolen or otherwise compromised. Access to, and use of, password-protected and/or secure aspects of the Service is restricted to authorized users only. Unauthorized individuals attempting to use the Service may be subject to prosecution. 4.2 LMI is not liable for any loss incurred by You or the Contracting Party, resulting from another's use of Your password, account, or public / private key, as may be applicable, either with or without Your knowledge. However, You and the Contracting Party may be held liable for losses incurred by LMI or another party due to another's use of Your password, account, or public / private key, as may be applicable, either with or without Your knowledge. You and the Contracting Party shall not access or use someone else's account at any time, without the permission of the account holder. 4.3 LMI does not send emails asking for a user's username and password or its Windows username and password or any other username or password. To keep the Products secure, You and the Contracting Party should keep all usernames and passwords confidential. 1224.1 As part of the registration process described above for each Service
123with the exception of LogMeIn Hamachi or LogMeIn Hamachi2 services,
124You and the Contracting Party must use Your email address as Your
125user name and choose a password for access to Your account and to Your
126designated computers (You should choose a password for the Service that
127is different from the username and password to Your computer). You
128and the Contracting Party agree to carefully safeguard all of Your
129passwords. You and the Contracting Party are solely responsible if
130You or the Contracting Party do not maintain the confidentiality of
131Your passwords and account information. Furthermore, You and the
132Contracting Party are solely responsible for any and all activity
133that occurs under Your account. You and the Contracting Party agree
134immediately to notify LMI of any unauthorized use of Your account or
135any other breach of security known to You or the Contracting Party,
136including if You or the Contracting Party believe that Your password or
137account information has been stolen or otherwise compromised. Access to,
138and use of, password-protected and/or secure aspects of the Service is
139restricted to authorized users only. Unauthorized individuals attempting
140to use the Service may be subject to prosecution. 4.2 LMI is not liable
141for any loss incurred by You or the Contracting Party, resulting from
142another's use of Your password, account, or public / private key,
143as may be applicable, either with or without Your knowledge. However,
144You and the Contracting Party may be held liable for losses incurred by
145LMI or another party due to another's use of Your password, account,
146or public / private key, as may be applicable, either with or without
147Your knowledge. You and the Contracting Party shall not access or use
148someone else's account at any time, without the permission of the account
149holder. 4.3 LMI does not send emails asking for a user's username and
150password or its Windows username and password or any other username or
151password. To keep the Products secure, You and the Contracting Party
152should keep all usernames and passwords confidential.
21 153
225. End User License Agreement 1545. End User License Agreement
23 155
24These end user license terms grant a right and license allowing You and the Contracting Party to use the Software and other software associated with the Service (together, the "Licensed Programs") under certain restrictions, terms and conditions (the "License Agreement"). You and the Contracting Party are consenting to be bound by this License Agreement by your use of the Products. 156These end user license terms grant a right and license allowing You and
157the Contracting Party to use the Software and other software associated
158with the Service (together, the "Licensed Programs") under certain
159restrictions, terms and conditions (the "License Agreement"). You and the
160Contracting Party are consenting to be bound by this License Agreement
161by your use of the Products.
25 162
265.1 The Licensed Programs are made available for download solely for use by You and the Contracting Party and only according to this License Agreement. Any reproduction, resale or redistribution of the Licensed Programs that is not in accordance with this License Agreement is expressly prohibited, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. LMI is not transferring title to the Licensed Programs to You or the Contracting Party. This license may not be transferred by You or the Contracting Party to any third party and is non-exclusive. 1635.1 The Licensed Programs are made available for download solely
164for use by You and the Contracting Party and only according to this
165License Agreement. Any reproduction, resale or redistribution of
166the Licensed Programs that is not in accordance with this License
167Agreement is expressly prohibited, and may result in severe civil and
168criminal penalties. Violators will be prosecuted to the maximum extent
169possible. LMI is not transferring title to the Licensed Programs to You
170or the Contracting Party. This license may not be transferred by You or
171the Contracting Party to any third party and is non-exclusive.
27 172
285.2 You and the Contracting Party acknowledge that the Licensed Programs are proprietary to LMI or its suppliers and are protected by copyrights, trademarks, service marks, patents and/or other proprietary rights and laws. Therefore, You and the Contracting Party agree that You and the Contracting Party are only permitted to use the Licensed Programs as expressly authorized by LMI and this License Agreement. You and the Contracting Party may not remove any proprietary notices or labels from the Licensed Programs. You may copy the Licensed Programs for archival purposes only, provided any copy must contain all original proprietary notices. You and the Contracting Party may not alter, modify, redistribute, sell, auction, decompile, reverse engineer, disassemble or otherwise reduce the Licensed Programs to a human-readable form. You and the Contracting Party may not reproduce (except for archival purposes), distribute or create derivative works based on the Licensed Programs without expressly being authorized in writing to do so by LMI. Further, You and the Contracting Party may not rent, lease, grant a security interest in or otherwise transfer rights to the Licensed Programs. All rights not expressly granted in this License Agreement are reserved to LMI and its suppliers. 1735.2 You and the Contracting Party acknowledge that the Licensed Programs
174are proprietary to LMI or its suppliers and are protected by copyrights,
175trademarks, service marks, patents and/or other proprietary rights and
176laws. Therefore, You and the Contracting Party agree that You and the
177Contracting Party are only permitted to use the Licensed Programs as
178expressly authorized by LMI and this License Agreement. You and the
179Contracting Party may not remove any proprietary notices or labels
180from the Licensed Programs. You may copy the Licensed Programs for
181archival purposes only, provided any copy must contain all original
182proprietary notices. You and the Contracting Party may not alter, modify,
183redistribute, sell, auction, decompile, reverse engineer, disassemble or
184otherwise reduce the Licensed Programs to a human-readable form. You and
185the Contracting Party may not reproduce (except for archival purposes),
186distribute or create derivative works based on the Licensed Programs
187without expressly being authorized in writing to do so by LMI. Further,
188You and the Contracting Party may not rent, lease, grant a security
189interest in or otherwise transfer rights to the Licensed Programs. All
190rights not expressly granted in this License Agreement are reserved to
191LMI and its suppliers.
29 192
305.3 ALL CONTENT ON WEB SITES AND COMPUTER PROGRAMS ASSOCIATED WITH THE SERVICE IS PROTECTED BY COPYRIGHT AND OTHER INTELLECTUAL PROPERTY LAWS. EXCEPT AS SPECIFICALLY PERMITTED HEREIN, NO PORTION OF THE INFORMATION OR CONTENT ON SUCH SITES MAY BE REPRODUCED IN ANY FORM, OR BY ANY MEANS, WITHOUT PRIOR WRITTEN PERMISSION FROM LMI. YOU, THE CONTRACTING PARTY AND ANY OTHER VISITOR OR USER ARE NOT PERMITTED TO MODIFY, DISTRIBUTE, PUBLISH, TRANSMIT OR CREATE DERIVATIVE WORKS OF ANY MATERIAL FOUND ON SUCH SITES FOR ANY PUBLIC OR COMMERCIAL PURPOSE. 1935.3 ALL CONTENT ON WEB SITES AND COMPUTER PROGRAMS ASSOCIATED WITH
194THE SERVICE IS PROTECTED BY COPYRIGHT AND OTHER INTELLECTUAL PROPERTY
195LAWS. EXCEPT AS SPECIFICALLY PERMITTED HEREIN, NO PORTION OF THE
196INFORMATION OR CONTENT ON SUCH SITES MAY BE REPRODUCED IN ANY FORM,
197OR BY ANY MEANS, WITHOUT PRIOR WRITTEN PERMISSION FROM LMI. YOU, THE
198CONTRACTING PARTY AND ANY OTHER VISITOR OR USER ARE NOT PERMITTED TO
199MODIFY, DISTRIBUTE, PUBLISH, TRANSMIT OR CREATE DERIVATIVE WORKS OF ANY
200MATERIAL FOUND ON SUCH SITES FOR ANY PUBLIC OR COMMERCIAL PURPOSE.
31 201
326. Disclaimer of Warranties 2026. Disclaimer of Warranties
33 203
346.1 Although LMI has attempted to provide accurate information with regard to the Products, LMI assumes no responsibility for the accuracy or inaccuracy of any information provided. LMI may change the Products at any time without notice. Mention of non-LMI products or services is for information purposes only and constitutes neither an endorsement nor a recommendation. Use of the Products is at the Your and the Contracting Party's risk. 2046.1 Although LMI has attempted to provide accurate information with
205regard to the Products, LMI assumes no responsibility for the accuracy
206or inaccuracy of any information provided. LMI may change the Products
207at any time without notice. Mention of non-LMI products or services is
208for information purposes only and constitutes neither an endorsement nor
209a recommendation. Use of the Products is at the Your and the Contracting
210Party's risk.
35 211
366.2 ALL INFORMATION, DOCUMENTATION AND PRODUCTS PROVIDED BY LMI ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, LMI EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, AND GUARANTEES WITH RESPECT TO THE PRODUCTS, WHETHER EXPRESS OR IMPLIED, ARISING BY LAW, CUSTOM, PRIOR ORAL OR WRITTEN STATEMENTS, OR OTHERWISE. LMI MAKES NO WARRANTY THAT THE PRODUCTS WILL MEET YOUR OR THE CONTRACTING PARTY'S REQUIREMENTS OR THAT THE PRODUCT WILL BE UNINTERRUPTED, TIMELY OR ERROR FREE, NOR DOES LMI MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PRODUCTS OR THE ACCURACY OF ANY OTHER INFORMATION OBTAINED THROUGH THE PRODUCTS. YOU AND THE CONTRACTING PARTY UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE PRODUCTS IS DONE AT YOUR OWN RISK AND THAT YOU AND THE CONTRACTING PARTY WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO ANY COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO REPRESENTATION OR OTHER AFFIRMATION OF FACT, INCLUDING, WITHOUT LIMITATION, STATEMENTS REGARDING CAPACITY, SUITABILITY FOR USE OR PERFORMANCE OF THE PRODUCTS, WHETHER MADE BY EMPLOYEES OF LMI OR OTHERWISE, WHICH IS NOT CONTAINED IN THIS AGREEMENT, SHALL BE DEEMED TO BE A WARRANTY BY LMI FOR ANY PURPOSE, OR GIVE RISE TO ANY LIABILITY OF LMI WHATSOEVER. 2126.2 ALL INFORMATION, DOCUMENTATION AND PRODUCTS PROVIDED BY LMI ARE
213PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED
214OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES
215OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR
216NON-INFRINGEMENT, OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE
217PRACTICE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, LMI EXPRESSLY DISCLAIMS
218ANY AND ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, AND GUARANTEES WITH
219RESPECT TO THE PRODUCTS, WHETHER EXPRESS OR IMPLIED, ARISING BY LAW,
220CUSTOM, PRIOR ORAL OR WRITTEN STATEMENTS, OR OTHERWISE. LMI MAKES NO
221WARRANTY THAT THE PRODUCTS WILL MEET YOUR OR THE CONTRACTING PARTY'S
222REQUIREMENTS OR THAT THE PRODUCT WILL BE UNINTERRUPTED, TIMELY OR
223ERROR FREE, NOR DOES LMI MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY
224BE OBTAINED FROM THE USE OF THE PRODUCTS OR THE ACCURACY OF ANY OTHER
225INFORMATION OBTAINED THROUGH THE PRODUCTS. YOU AND THE CONTRACTING
226PARTY UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR
227OTHERWISE OBTAINED THROUGH THE USE OF THE PRODUCTS IS DONE AT YOUR OWN
228RISK AND THAT YOU AND THE CONTRACTING PARTY WILL BE SOLELY RESPONSIBLE
229FOR ANY DAMAGE TO ANY COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS
230FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO REPRESENTATION OR
231OTHER AFFIRMATION OF FACT, INCLUDING, WITHOUT LIMITATION, STATEMENTS
232REGARDING CAPACITY, SUITABILITY FOR USE OR PERFORMANCE OF THE PRODUCTS,
233WHETHER MADE BY EMPLOYEES OF LMI OR OTHERWISE, WHICH IS NOT CONTAINED IN
234THIS AGREEMENT, SHALL BE DEEMED TO BE A WARRANTY BY LMI FOR ANY PURPOSE,
235OR GIVE RISE TO ANY LIABILITY OF LMI WHATSOEVER.
37 236
387. Limitations of Damages and Liability 2377. Limitations of Damages and Liability
39 238
407.1 YOU AND THE CONTRACTING PARTY AGREE THAT THE CONSIDERATION WHICH LMI IS RECEIVING HEREUNDER DOES NOT INCLUDE CONSIDERATION FOR ASSUMPTION BY LMI OF THE RISK OF YOUR AND THE CONTRACTING PARTY'S INCIDENTAL, CONSEQUENTIAL OR OTHER INDIRECT DAMAGES. LMI AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL OR OTHER INDIRECT DAMAGES INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR REVENUES, COSTS OF REPLACEMENT PRODUCT OR SERVICE, LOSS OR DAMAGE TO INFORMATION OR DATA ARISING OUT OF THE USE OR INABILITY TO USE THE PRODUCTS. UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL LMI BE LIABLE FOR DAMAGES RESULTING FROM USE OF THE PRODUCTS, OR RELIANCE ON THE INFORMATION PRESENTED IN CONNECTION WITH THE PRODUCTS, EVEN IF LMI OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AND THE CONTRACTING PARTY AGREE NOT TO ASSERT ANY SUCH CLAIM AGAINST LMI OR ITS SUBSIDIARIES OR AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, OR EMPLOYEES. 2397.1 YOU AND THE CONTRACTING PARTY AGREE THAT THE CONSIDERATION WHICH LMI
240IS RECEIVING HEREUNDER DOES NOT INCLUDE CONSIDERATION FOR ASSUMPTION
241BY LMI OF THE RISK OF YOUR AND THE CONTRACTING PARTY'S INCIDENTAL,
242CONSEQUENTIAL OR OTHER INDIRECT DAMAGES. LMI AND ITS SUPPLIERS SHALL NOT
243BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL OR OTHER INDIRECT
244DAMAGES INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR REVENUES, COSTS
245OF REPLACEMENT PRODUCT OR SERVICE, LOSS OR DAMAGE TO INFORMATION OR
246DATA ARISING OUT OF THE USE OR INABILITY TO USE THE PRODUCTS. UNDER NO
247CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL LMI BE
248LIABLE FOR DAMAGES RESULTING FROM USE OF THE PRODUCTS, OR RELIANCE ON THE
249INFORMATION PRESENTED IN CONNECTION WITH THE PRODUCTS, EVEN IF LMI OR ITS
250SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AND
251THE CONTRACTING PARTY AGREE NOT TO ASSERT ANY SUCH CLAIM AGAINST LMI OR
252ITS SUBSIDIARIES OR AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS,
253OR EMPLOYEES.
41 254
427.2 YOU AND THE CONTRACTING PARTY EXPRESLY AGREE THAT YOUR USE OF THE PRODUCTS IS AT YOUR OWN RISK. IN NO EVENT SHALL LMI'S TOTAL LIABILITY FROM ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER, IN CONTRACT, TORT OR OTHERWISE) EXCEED THE AMOUNT YOU PAID TO LMI, IF ANY, FOR THE PRODUCTS DURING THE 12 MONTHS IMMEDIATELY BEFORE THE CLAIM AROSE. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, OR THE ABOVE LIMITATIONS OF LIABILITY, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. 2557.2 YOU AND THE CONTRACTING PARTY EXPRESLY AGREE THAT YOUR USE OF THE
256PRODUCTS IS AT YOUR OWN RISK. IN NO EVENT SHALL LMI'S TOTAL LIABILITY FROM
257ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER, IN CONTRACT, TORT OR
258OTHERWISE) EXCEED THE AMOUNT YOU PAID TO LMI, IF ANY, FOR THE PRODUCTS
259DURING THE 12 MONTHS IMMEDIATELY BEFORE THE CLAIM AROSE. APPLICABLE
260LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, OR THE ABOVE
261LIMITATIONS OF LIABILITY, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
43 262
447.3 ALL DISCLAIMERS, LIMITATIONS OF WARRANTIES AND DAMAGES, AND CONFIDENTIAL COMMITMENTS SET FORTH IN THESE TERMS OR OTHERWISE EXISTING AT LAW (1) ARE OF THE ESSENCE OF THE AGREEMENT OF THE PARTIES, AND (2) SURVIVE ANY TERMINATION, EXPIRATION OR RESCISSION OF THESE TERMS. 2637.3 ALL DISCLAIMERS, LIMITATIONS OF WARRANTIES AND DAMAGES, AND
264CONFIDENTIAL COMMITMENTS SET FORTH IN THESE TERMS OR OTHERWISE EXISTING
265AT LAW (1) ARE OF THE ESSENCE OF THE AGREEMENT OF THE PARTIES, AND (2)
266SURVIVE ANY TERMINATION, EXPIRATION OR RESCISSION OF THESE TERMS.
45 267
468. Title 2688. Title
47 269
48Title, ownership rights and intellectual property rights in the Products shall remain with LMI or its suppliers, as applicable. The Products are protected by copyright and other intellectual property laws and by international treaties. Title and related rights in the content accessed through the Products is the property of the applicable content owner and is protected by applicable law. The licenses granted under these Terms gives the You and the Contracting Party no rights to such content. "LogMeIn," associated logos, and other names, logos, icons and marks identifying LMI's products and services are trademarks or service marks of LMI (collectively the "Trademarks") and may not be used without the prior written permission of LMI. All other product names mentioned are used for identification purposes only and may be trademarks or service marks of their respective holders. Nothing should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark without the written permission of LMI or such third party that may own the trademarks. Use by You and the Contracting Party of the Trademarks except as provided in these Terms is strictly prohibited. 270Title, ownership rights and intellectual property rights in the Products
271shall remain with LMI or its suppliers, as applicable. The Products
272are protected by copyright and other intellectual property laws and
273by international treaties. Title and related rights in the content
274accessed through the Products is the property of the applicable content
275owner and is protected by applicable law. The licenses granted under
276these Terms gives the You and the Contracting Party no rights to such
277content. "LogMeIn," associated logos, and other names, logos, icons and
278marks identifying LMI's products and services are trademarks or service
279marks of LMI (collectively the "Trademarks") and may not be used without
280the prior written permission of LMI. All other product names mentioned
281are used for identification purposes only and may be trademarks or
282service marks of their respective holders. Nothing should be construed
283as granting, by implication, estoppel, or otherwise, any license or right
284to use any Trademark without the written permission of LMI or such third
285party that may own the trademarks. Use by You and the Contracting Party of
286the Trademarks except as provided in these Terms is strictly prohibited.
49 287
509. Fees and Renewals 2889. Fees and Renewals
51 289
529.1 Month-to-Month Subscription by Credit Card Only. In the event that Your subscription to the Service is on a monthly basis, payment of the subscription fee will be by preauthorized credit card charge, PayPal charge or direct debit, and Your subscription will automatically renew each calendar month unless You or LMI give written (including email) notice of non-renewal during the prior calendar month. Your credit card will be charged the monthly fee for each month or partial month that Your monthly subscription is in effect. 2909.1 Month-to-Month Subscription by Credit Card Only. In the event that
291Your subscription to the Service is on a monthly basis, payment of the
292subscription fee will be by preauthorized credit card charge, PayPal
293charge or direct debit, and Your subscription will automatically renew
294each calendar month unless You or LMI give written (including email)
295notice of non-renewal during the prior calendar month. Your credit card
296will be charged the monthly fee for each month or partial month that
297Your monthly subscription is in effect.
53 298
549.2 Annual Subscription by Credit Card. In the event that Your subscription to the Service is for a year and the payment is by credit card, PayPal charge or direct debit, Your subscription will automatically renew at the beginning of each subsequent anniversary year unless You or LMI give prior written (including email) notice of non-renewal at least 30 days prior to the expiration of Your current year subscription. Upon any annual renewal, the payment arrangements in place for the prior subscription year shall remain in place, unless You and LMI agree otherwise. 2999.2 Annual Subscription by Credit Card. In the event that Your
300subscription to the Service is for a year and the payment is by credit
301card, PayPal charge or direct debit, Your subscription will automatically
302renew at the beginning of each subsequent anniversary year unless You or
303LMI give prior written (including email) notice of non-renewal at least
30430 days prior to the expiration of Your current year subscription. Upon
305any annual renewal, the payment arrangements in place for the prior
306subscription year shall remain in place, unless You and LMI agree
307otherwise.
55 308
569.3 Annual Subscription By Invoice. In the event that Your subscription to the Service is for a year and the initial payment is by check or bank draft against an invoice from LogMeIn, payment being due within thirty (30) days' of the date of invoice. Additionally, Your subscription will automatically renew at the beginning of each subsequent anniversary year unless You or LMI give prior written (including email) notice of non-renewal at least thirty (30) days prior to the expiration of the current year subscription. Upon any annual renewal, the payment arrangements in place for the prior subscription year shall remain in place, unless You and LMI agree otherwise and LMI will invoice you accordingly. 3099.3 Annual Subscription By Invoice. In the event that Your subscription
310to the Service is for a year and the initial payment is by check or bank
311draft against an invoice from LogMeIn, payment being due within thirty
312(30) days' of the date of invoice. Additionally, Your subscription will
313automatically renew at the beginning of each subsequent anniversary
314year unless You or LMI give prior written (including email) notice
315of non-renewal at least thirty (30) days prior to the expiration of
316the current year subscription. Upon any annual renewal, the payment
317arrangements in place for the prior subscription year shall remain
318in place, unless You and LMI agree otherwise and LMI will invoice you
319accordingly.
57 320
589.4 Free Subscriptions. Notwithstanding the foregoing provisions of these Terms, Your subscription to LogMeIn Free and to LogMeIn Hamachi or LogMeIn Hamachi2 that are free do not require the payment of a subscription fee. 3219.4 Free Subscriptions. Notwithstanding the foregoing provisions of these
322Terms, Your subscription to LogMeIn Free and to LogMeIn Hamachi or LogMeIn
323Hamachi2 that are free do not require the payment of a subscription fee.
59 324
609.5 No Cancellation. Notwithstanding any provision of these Terms or any course of dealing between the parties, You and the Contracting Party may not cancel, terminate or rescind a subscription. All payments by You and the Contracting Party, or either of you, to LMI are final. 3259.5 No Cancellation. Notwithstanding any provision of these Terms or any
326course of dealing between the parties, You and the Contracting Party
327may not cancel, terminate or rescind a subscription. All payments by
328You and the Contracting Party, or either of you, to LMI are final.
61 329
629.6 Credit Card Authorization. In the event that You or the Contracting Party cancel the credit card provided to LMI or the card is otherwise terminated, You or the Contracting Party must immediately provide LMI with a new valid credit card number. You and the Contracting Party authorize LMI, from time to time, to undertake steps to determine whether the credit card number provided to LMI is a valid credit card number. In the event that You or the Contracting Party do not provide LMI with a current valid credit card number with sufficient credit upon request during the effective period of these Terms, You and the Contracting Party will be in violation of these Terms. LMI reserves the right to automatically update Your or the Contracting Party’s credit card information using software designed for updating purposes and You and the Contracting Party hereby authorize and approve any such updating. 3309.6 Credit Card Authorization. In the event that You or the Contracting
331Party cancel the credit card provided to LMI or the card is otherwise
332terminated, You or the Contracting Party must immediately provide LMI with
333a new valid credit card number. You and the Contracting Party authorize
334LMI, from time to time, to undertake steps to determine whether the
335credit card number provided to LMI is a valid credit card number. In the
336event that You or the Contracting Party do not provide LMI with a current
337valid credit card number with sufficient credit upon request during the
338effective period of these Terms, You and the Contracting Party will be
339in violation of these Terms. LMI reserves the right to automatically
340update Your or the Contracting Party’s credit card information using
341software designed for updating purposes and You and the Contracting
342Party hereby authorize and approve any such updating.
63 343
649.7 Payment via PayPal®. LMI also accepts PayPal for payments from PayPal account. In order to pay with PayPal, You or the Contracting Party need to have an account with PayPal. When You or the Contracting Party select PayPal to make payments the transaction is re-directed from LMI's site to PayPal's payment site. Once directed to PayPal's site, PayPal is charged with protecting Your and the Contracting Party's personal and financial information. Your or the Contracting Party's PayPal account and any activities related thereto are governed by PayPal's terms and conditions, and the information provided to PayPal in relation thereto will be governed by PayPal's privacy policy. When PayPal is used, Your and the Contracting Party's financial information is not shared with LMI. Once payment is complete via PayPal, PayPal will email a receipt for this transaction. LMI reserves the right to request proof of identity from any PayPal member. 3449.7 Payment via PayPal®. LMI also accepts PayPal for payments from PayPal
345account. In order to pay with PayPal, You or the Contracting Party need
346to have an account with PayPal. When You or the Contracting Party select
347PayPal to make payments the transaction is re-directed from LMI's site
348to PayPal's payment site. Once directed to PayPal's site, PayPal is
349charged with protecting Your and the Contracting Party's personal and
350financial information. Your or the Contracting Party's PayPal account
351and any activities related thereto are governed by PayPal's terms and
352conditions, and the information provided to PayPal in relation thereto
353will be governed by PayPal's privacy policy. When PayPal is used, Your
354and the Contracting Party's financial information is not shared with
355LMI. Once payment is complete via PayPal, PayPal will email a receipt
356for this transaction. LMI reserves the right to request proof of identity
357from any PayPal member.
65 358
669.8 SMS Messaging. If You or the Contracting Party are licensing Rescue+Mobile pursuant to this agreement, You and the Contracting Party are entitled to a combined maximum of one hundred (100) SMS text messages per seat, per month of this agreement. If You or the Contracting Party exceed this combined maximum amount per seat, per month, You and the Contracting Party agree to negotiate in good faith with LMI a commercially reasonable rate per text message over one hundred (100) per seat, per month. 3599.8 SMS Messaging. If You or the Contracting Party are licensing
360Rescue+Mobile pursuant to this agreement, You and the Contracting
361Party are entitled to a combined maximum of one hundred (100) SMS text
362messages per seat, per month of this agreement. If You or the Contracting
363Party exceed this combined maximum amount per seat, per month, You
364and the Contracting Party agree to negotiate in good faith with LMI a
365commercially reasonable rate per text message over one hundred (100)
366per seat, per month.
67 367
689.9 Payment Due. Unless specifically provided otherwise herein, payment of all fees are due and payable to LMI without demand, invoicing or notice before the commencement of the period to which those fees apply. 3689.9 Payment Due. Unless specifically provided otherwise herein, payment
369of all fees are due and payable to LMI without demand, invoicing or
370notice before the commencement of the period to which those fees apply.
69 371
709.10 Taxes. You and the Contracting Party agree to be responsible for and to pay any sales, personal property, use, VAT, excise, withholding, or any other taxes that may be imposed, based on this license, use or possession of a Product, or any other product or service provided under this Agreement, excluding taxes based on net income payable by LMI. 3729.10 Taxes. You and the Contracting Party agree to be responsible for
373and to pay any sales, personal property, use, VAT, excise, withholding,
374or any other taxes that may be imposed, based on this license, use or
375possession of a Product, or any other product or service provided under
376this Agreement, excluding taxes based on net income payable by LMI.
71 377
729.11 Trial Offers, Coupons, Credits and Special Offers. LMI reserves the right to discontinue or modify any coupons, credits and special promotional offers at our discretion. 3789.11 Trial Offers, Coupons, Credits and Special Offers. LMI reserves
379the right to discontinue or modify any coupons, credits and special
380promotional offers at our discretion.
73 381
749.12 Information Purge. If You or the Contracting Party fail to make required payments regarding your account or in any other way breach these Terms or these Terms are terminated or expire, LMI may, at its discretion, purge Your or the Contracting Party’s data from its systems, including but not limited to, account information, users, settings, and any data (files, etc.) that may be stored by LMI. 3829.12 Information Purge. If You or the Contracting Party fail to make
383required payments regarding your account or in any other way breach these
384Terms or these Terms are terminated or expire, LMI may, at its discretion,
385purge Your or the Contracting Party’s data from its systems, including
386but not limited to, account information, users, settings, and any data
387(files, etc.) that may be stored by LMI.
75 388
769.13 LogMeIn Hamachi Subscription. LogMeIn Hamachi and LogMeIn Hamachi2 are licensed using two distinct methods based on status as a commercial or non-commercial user. Commercial users are defined as for-profit businesses, government institutions (federal, state, local), educational institutions (including universities and state or local school systems), any individuals using the product on behalf of such entities or institutions and any other individual or entity not specifically defined as a "Non-commercial user". Non-commercial users are defined as individuals using the product for personal use, such as a gaming or family network, and non-profit institutions (as defined by the IRS as a 501c corporation or similarly situated international non-profits). Commercial users must pay LMI a monthly or annual subscription fee in accordance with the terms hereof in order to use LogMeIn Hamachi or LogMeIn Hamachi2. Non-commercial users may use LogMeIn Hamachi or LogMeIn Hamachi2 free of charge and without the need to pay any subscription fee. Prior to subscribing to LogMeIn Hamachi or LogMeIn Hamachi2, You/the Contracting Party will be asked to verify status as a commercial or non-commercial user. All final determinations shall be made by LMI in its sole discretion. LMI reserves the right, in accordance with its terms and conditions of use, to discontinue any subscription to LogMeIn Hamachi or LogMeIn Hamachi2. 3899.13 LogMeIn Hamachi Subscription. LogMeIn Hamachi and LogMeIn
390Hamachi2 are licensed using two distinct methods based on status as
391a commercial or non-commercial user. Commercial users are defined
392as for-profit businesses, government institutions (federal, state,
393local), educational institutions (including universities and state or
394local school systems), any individuals using the product on behalf
395of such entities or institutions and any other individual or entity
396not specifically defined as a "Non-commercial user". Non-commercial
397users are defined as individuals using the product for personal use,
398such as a gaming or family network, and non-profit institutions
399(as defined by the IRS as a 501c corporation or similarly situated
400international non-profits). Commercial users must pay LMI a monthly or
401annual subscription fee in accordance with the terms hereof in order to
402use LogMeIn Hamachi or LogMeIn Hamachi2. Non-commercial users may use
403LogMeIn Hamachi or LogMeIn Hamachi2 free of charge and without the need
404to pay any subscription fee. Prior to subscribing to LogMeIn Hamachi
405or LogMeIn Hamachi2, You/the Contracting Party will be asked to verify
406status as a commercial or non-commercial user. All final determinations
407shall be made by LMI in its sole discretion. LMI reserves the right,
408in accordance with its terms and conditions of use, to discontinue any
409subscription to LogMeIn Hamachi or LogMeIn Hamachi2.
77 410
7810. Termination 41110. Termination
79 412
80LMI may in its sole discretion immediately terminate these Terms and this subscription, license and right to use any Product if (i) the Contracting Party declares bankruptcy, is involved in any bankruptcy proceedings or is otherwise insolvent, (ii) You or the Contracting Party breach these Terms; (iii) LMI is unable to verify or authenticate any information You provide to LMI; (iv) such information is or becomes inaccurate; or (v) LMI decides, in its sole discretion, to discontinue offering the Product. LMI shall not be liable to You, the Contracting Party or any third party for termination of the Service or use of the Products. Upon expiration or termination for any reason, You and the Contracting Party are no longer authorized to use the Products. When these Terms are terminated and/or the subscription is canceled, You and the Contracting Party will no longer have access to data and other material You or the Contracting Party have stored in connection with any Service and that material may be deleted by LMI. All disclaimers, limitations of warranties and damages, and confidential commitments set forth in these Terms or otherwise existing at law survive any termination, expiration or rescission of these Terms. 413LMI may in its sole discretion immediately terminate these Terms and this
414subscription, license and right to use any Product if (i) the Contracting
415Party declares bankruptcy, is involved in any bankruptcy proceedings or
416is otherwise insolvent, (ii) You or the Contracting Party breach these
417Terms; (iii) LMI is unable to verify or authenticate any information You
418provide to LMI; (iv) such information is or becomes inaccurate; or (v) LMI
419decides, in its sole discretion, to discontinue offering the Product. LMI
420shall not be liable to You, the Contracting Party or any third party for
421termination of the Service or use of the Products. Upon expiration or
422termination for any reason, You and the Contracting Party are no longer
423authorized to use the Products. When these Terms are terminated and/or
424the subscription is canceled, You and the Contracting Party will no longer
425have access to data and other material You or the Contracting Party have
426stored in connection with any Service and that material may be deleted
427by LMI. All disclaimers, limitations of warranties and damages, and
428confidential commitments set forth in these Terms or otherwise existing
429at law survive any termination, expiration or rescission of these Terms.
81 430
8211. Maintenance and Updates 43111. Maintenance and Updates
83 432
84You understand that LMI may update the Products at any time, but is under no obligation to inform You or the Contracting Party of or furnish to You or the Contracting Party any such updates. These Terms do not grant You or the Contracting Party any right, license or interest in or to any support, maintenance, improvements, modifications, enhancements or updates to the Products or supporting documentation. To the extent that LMI supplies any updates to You or the Contracting Party, such updates will be deemed to be subject to the terms of these Terms unless LMI indicates otherwise. LMI reserves the right to charge fees for any future versions of, or updates to, the Products. 433You understand that LMI may update the Products at any time, but is under
434no obligation to inform You or the Contracting Party of or furnish to
435You or the Contracting Party any such updates. These Terms do not grant
436You or the Contracting Party any right, license or interest in or to
437any support, maintenance, improvements, modifications, enhancements
438or updates to the Products or supporting documentation. To the extent
439that LMI supplies any updates to You or the Contracting Party, such
440updates will be deemed to be subject to the terms of these Terms unless
441LMI indicates otherwise. LMI reserves the right to charge fees for any
442future versions of, or updates to, the Products.
85 443
8612. Export Law Assurances 44412. Export Law Assurances
87 445
88The Products are subject to the United States Export Administration Regulations. No Software or Service may be downloaded, used or exported (i) into (or to a national or resident of) Cuba, Iran, North Korea, Sudan, Syria, or any other country to which the United States has embargoed goods; or (ii) any person or entity on the United States Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Denied Persons List or Entity List, or otherwise designated as prohibited from receiving U.S. exports. By subscribing to the Service or using any of the Software, You and the Contracting Party represent and warrant that you and it are not- and are not controlled by - any such person or entity and are not controlled by a national or resident of any such country. 446The Products are subject to the United States Export Administration
447Regulations. No Software or Service may be downloaded, used or exported
448(i) into (or to a national or resident of) Cuba, Iran, North Korea, Sudan,
449Syria, or any other country to which the United States has embargoed
450goods; or (ii) any person or entity on the United States Treasury
451Department's list of Specially Designated Nationals or the U.S. Commerce
452Department's Denied Persons List or Entity List, or otherwise designated
453as prohibited from receiving U.S. exports. By subscribing to the Service
454or using any of the Software, You and the Contracting Party represent
455and warrant that you and it are not- and are not controlled by - any
456such person or entity and are not controlled by a national or resident
457of any such country.
89 458
9013. High Risk Activities 45913. High Risk Activities
91 460
92The Products are not fault-tolerant and are not designed, manufactured or intended for use or resale as or with on-line control equipment in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines or weapon systems in which the failure of the Products could lead directly to death, personal injury or severe physical or environmental damage ("High Risk Activities"). Accordingly, LMI and its suppliers specifically disclaim any express or implied warranty of fitness for High Risk Activities. 461The Products are not fault-tolerant and are not designed, manufactured
462or intended for use or resale as or with on-line control equipment in
463hazardous environments requiring fail-safe performance, such as in the
464operation of nuclear facilities, aircraft navigation or communication
465systems, air traffic control, direct life support machines or weapon
466systems in which the failure of the Products could lead directly to death,
467personal injury or severe physical or environmental damage ("High Risk
468Activities"). Accordingly, LMI and its suppliers specifically disclaim
469any express or implied warranty of fitness for High Risk Activities.
93 470
9414. Miscellaneous 47114. Miscellaneous
95 472
9614.1 These Terms represents the complete agreement concerning the subject matter of the Terms and license granted hereunder and, except as set forth herein, may be amended only by a writing executed by both parties. You and the Contracting Party understand and agree that You and the Contracting Party are solely responsible for periodically reviewing these Terms. 47314.1 These Terms represents the complete agreement concerning the subject
474matter of the Terms and license granted hereunder and, except as set forth
475herein, may be amended only by a writing executed by both parties. You and
476the Contracting Party understand and agree that You and the Contracting
477Party are solely responsible for periodically reviewing these Terms.
97 478
9814.2 These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts and the laws of the United States, without giving effect to any principles of conflict of law. You and the Contracting Party agree that any action at law or in equity arising out of or relating to these Terms shall be filed only in the state or federal courts located in Boston, Massachusetts, and You and the Contracting Party hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. The parties specifically disclaim applicability of (i) the United Nations Convention on the Sale of Goods and (ii) any Incoterms. 47914.2 These Terms shall be governed by and construed in accordance with
480the laws of the Commonwealth of Massachusetts and the laws of the
481United States, without giving effect to any principles of conflict
482of law. You and the Contracting Party agree that any action at law
483or in equity arising out of or relating to these Terms shall be filed
484only in the state or federal courts located in Boston, Massachusetts,
485and You and the Contracting Party hereby consent and submit to the
486personal jurisdiction of such courts for the purposes of litigating
487any such action. The parties specifically disclaim applicability of (i)
488the United Nations Convention on the Sale of Goods and (ii) any Incoterms.
99 489
10014.3 If any of the provisions of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. 49014.3 If any of the provisions of these Terms shall be unlawful, void,
491or for any reason unenforceable, then that provision shall be deemed
492severable from these Terms and shall not affect the validity and
493enforceability of any remaining provisions.
101 494
10214.4 LMI shall have the right to publish the identification of You and the Contracting Party as users of the Service. You and the Contracting Party agree that LMI may use any logo and/or name associated with You or the Contracting Party on LMI's web site and other marketing materials in order to identify You and the Contracting Party as LMI's customers. 49514.4 LMI shall have the right to publish the identification of You and
496the Contracting Party as users of the Service. You and the Contracting
497Party agree that LMI may use any logo and/or name associated with You
498or the Contracting Party on LMI's web site and other marketing materials
499in order to identify You and the Contracting Party as LMI's customers.
103 500
10414.5 Notices by LMI to You or the Contracting Party may be sent to the email address You provide on the Registration Form or otherwise by any means that LMI determines in its sole discretion as likely to come to Your attention. All notices by You or the Contracting Party sent to LMI in connection with these Terms shall be in writing and sent by first class mail or certified mail (receipt being deemed 72 hours after postage and return receipt requested) or personally delivered at the address of LMI set forth herein. 50114.5 Notices by LMI to You or the Contracting Party may be sent to
502the email address You provide on the Registration Form or otherwise by
503any means that LMI determines in its sole discretion as likely to come
504to Your attention. All notices by You or the Contracting Party sent to
505LMI in connection with these Terms shall be in writing and sent by first
506class mail or certified mail (receipt being deemed 72 hours after postage
507and return receipt requested) or personally delivered at the address of
508LMI set forth herein.
105 509
10614.6 You and the Contracting Party agree not to bring or participate in any class action lawsuit against LMI or any of its employees or affiliates. You and the Contracting Party agree that you will not bring a claim under these Terms more than two years after the expiration of these Terms. The failure of LMI to partially or fully exercise any right shall not prevent the subsequent exercise of such right. The waiver by LMI of any breach shall not be deemed a waiver of any subsequent breach of the same or any other term of these Terms. No remedy made available to LMI by any of the provisions of these Terms is intended to be exclusive of any other remedy, and each and every remedy shall be cumulative and in addition to every other remedy available at law or in equity. 51014.6 You and the Contracting Party agree not to bring or participate
511in any class action lawsuit against LMI or any of its employees or
512affiliates. You and the Contracting Party agree that you will not bring a
513claim under these Terms more than two years after the expiration of these
514Terms. The failure of LMI to partially or fully exercise any right shall
515not prevent the subsequent exercise of such right. The waiver by LMI of
516any breach shall not be deemed a waiver of any subsequent breach of the
517same or any other term of these Terms. No remedy made available to LMI
518by any of the provisions of these Terms is intended to be exclusive of
519any other remedy, and each and every remedy shall be cumulative and in
520addition to every other remedy available at law or in equity.
107 521
10814.7 You and the Contracting Party acknowledge and agree that LMI is in the business of providing remote access solutions and that LMI may provide services to third parties, including competitors of You and the Contracting Party, which are the same or similar to the services provided to You and the Contracting Party hereunder. 52214.7 You and the Contracting Party acknowledge and agree that LMI is
523in the business of providing remote access solutions and that LMI may
524provide services to third parties, including competitors of You and the
525Contracting Party, which are the same or similar to the services provided
526to You and the Contracting Party hereunder.
109 527
11015. Indemnification 52815. Indemnification
111 529
112You and the Contracting Party are responsible for maintaining the confidentiality of Your account and password(s). You and the Contracting Party are also responsible for all activities that occur under Your account. You and the Contracting Party hereby agree to indemnify, defend and hold LMI and its affiliates, employees, officers, directors, owners, information providers, agents, licensees, licensors (the "Indemnified Parties") harmless from and against any and all liabilities, claims, costs, including reasonable attorneys' fees, incurred by the Indemnified Parties in connection with any demand, claims, action, suit, or loss arising as a result of (a) any breach by You or the Contracting Party of these terms of use or claims arising from Your or the Contracting Party's account; (b) any fraud or manipulation by You or the Contracting Party; (c) a third-party claim, action or allegation of infringement based on information, data, files or other content submitted by You or the Contracting Party; or (d) any claims of credit card fraud based on any information released by You or the Contracting Party. You and the Contracting Party agree to use best efforts to cooperate with LMI in the defense of any demand, claim, action or suit. LMI reserves the right to assume the exclusive defense of any matter subject to indemnification by You and the Contracting Party at LMI's own expense. 530You and the Contracting Party are responsible for maintaining the
531confidentiality of Your account and password(s). You and the Contracting
532Party are also responsible for all activities that occur under Your
533account. You and the Contracting Party hereby agree to indemnify, defend
534and hold LMI and its affiliates, employees, officers, directors, owners,
535information providers, agents, licensees, licensors (the "Indemnified
536Parties") harmless from and against any and all liabilities, claims,
537costs, including reasonable attorneys' fees, incurred by the Indemnified
538Parties in connection with any demand, claims, action, suit, or loss
539arising as a result of (a) any breach by You or the Contracting Party of
540these terms of use or claims arising from Your or the Contracting Party's
541account; (b) any fraud or manipulation by You or the Contracting Party;
542(c) a third-party claim, action or allegation of infringement based
543on information, data, files or other content submitted by You or the
544Contracting Party; or (d) any claims of credit card fraud based on
545any information released by You or the Contracting Party. You and the
546Contracting Party agree to use best efforts to cooperate with LMI in the
547defense of any demand, claim, action or suit. LMI reserves the right to
548assume the exclusive defense of any matter subject to indemnification
549by You and the Contracting Party at LMI's own expense.
113 550
11416. Confidentiality 55116. Confidentiality
115 552
116You and the Contracting Party shall maintain the confidentiality of information that has been, and will continue to be, provided to You by LMI in connection with the use of the Products. You and the Contracting Party specifically agree as follows: 553You and the Contracting Party shall maintain the confidentiality of
554information that has been, and will continue to be, provided to You by
555LMI in connection with the use of the Products. You and the Contracting
556Party specifically agree as follows:
117 557
11816.1 Obligations. You and the Contracting Party shall (a) maintain in confidence all such information, including but not limited to the Software and Products, (b) not disclose any such information to anyone except Your employees, agents, and consultants on a need-to-know basis (and who have been informed of and acknowledge their obligation to be bound by the terms of these confidentiality terms), and (c) not use LMI's confidential information for any purpose other than that for which it is disclosed. All confidential information shall remain the sole property of LMI. You and the Contracting Party shall have no right, title, or interest in or to the confidential information. 55816.1 Obligations. You and the Contracting Party shall (a) maintain
559in confidence all such information, including but not limited to the
560Software and Products, (b) not disclose any such information to anyone
561except Your employees, agents, and consultants on a need-to-know basis
562(and who have been informed of and acknowledge their obligation to be
563bound by the terms of these confidentiality terms), and (c) not use LMI's
564confidential information for any purpose other than that for which it is
565disclosed. All confidential information shall remain the sole property
566of LMI. You and the Contracting Party shall have no right, title, or
567interest in or to the confidential information.
119 568
12016.2 Confidential Information. Information considered confidential by LMI includes, without limitation, information of LMI relating to (a) matters of a technical nature such as trade secret processes or devices, know-how, data, formulas, inventions (whether or not patentable or copyrighted), specifications and characteristics of products or services planned or being developed, and research subjects, methods and results, (b) matters of a business nature such as information about costs, profits, pricing, policies, markets, sales, suppliers, customers, product plans, and business concepts, plans or strategies, (c) matters of a human resources nature such as employment policies and practices, personnel, compensation and employee benefits, (d) other information of a similar nature not generally disclosed by LMI to the public or other information You or the Contracting Party should reasonably believe the be confidential given the circumstances, (e) information concerning Your use of the Products, and (f) the Products. 56916.2 Confidential Information. Information considered confidential by
570LMI includes, without limitation, information of LMI relating to (a)
571matters of a technical nature such as trade secret processes or devices,
572know-how, data, formulas, inventions (whether or not patentable or
573copyrighted), specifications and characteristics of products or services
574planned or being developed, and research subjects, methods and results,
575(b) matters of a business nature such as information about costs,
576profits, pricing, policies, markets, sales, suppliers, customers,
577product plans, and business concepts, plans or strategies, (c) matters
578of a human resources nature such as employment policies and practices,
579personnel, compensation and employee benefits, (d) other information of
580a similar nature not generally disclosed by LMI to the public or other
581information You or the Contracting Party should reasonably believe the
582be confidential given the circumstances, (e) information concerning Your
583use of the Products, and (f) the Products.
121 584
12216.3 Exclusions. The obligations imposed by these confidentiality terms shall not apply to any information that (a) is proven by You to have been rightfully received from a third party without accompanying use or disclosure restrictions; or (b) is or becomes generally publicly available through no wrongful act of You or the Contracting Party or any other person or entity with a confidentiality obligation; or (c) is already known to You prior to the date of disclosure as evidenced by documentation bearing a date prior to the date of disclosure; or (d) is approved for release in writing by an authorized representative of LMI; or (e) is required to be disclosed pursuant to court order, duly authorized subpoena, or governmental authority (but You or the Contracting Party shall immediately give LMI written notice and an opportunity to contest such required disclosure). 58516.3 Exclusions. The obligations imposed by these confidentiality terms
586shall not apply to any information that (a) is proven by You to have
587been rightfully received from a third party without accompanying use
588or disclosure restrictions; or (b) is or becomes generally publicly
589available through no wrongful act of You or the Contracting Party or
590any other person or entity with a confidentiality obligation; or (c)
591is already known to You prior to the date of disclosure as evidenced by
592documentation bearing a date prior to the date of disclosure; or (d) is
593approved for release in writing by an authorized representative of LMI; or
594(e) is required to be disclosed pursuant to court order, duly authorized
595subpoena, or governmental authority (but You or the Contracting Party
596shall immediately give LMI written notice and an opportunity to contest
597such required disclosure).
123 598
12416.4 Remedies. The parties agree that the remedy at law for any breach of any of the covenants and agreements set forth in these confidentiality terms may be inadequate and that, in the event of any such breach or threatened breach, LMI shall, in addition to all other remedies which may be available to it at law, be entitled to equitable relief in the form of preliminary and permanent injunctions without the necessity of proving damages. You and the Contracting Party further agree that the terms of these confidentiality terms shall in no way restrict or limit any other remedies LMI may have against You and the Contracting Party. LMI shall be entitled to recover the costs including reasonable attorney's fees, to enforce its rights under these confidentiality terms. 59916.4 Remedies. The parties agree that the remedy at law for any breach of
600any of the covenants and agreements set forth in these confidentiality
601terms may be inadequate and that, in the event of any such breach or
602threatened breach, LMI shall, in addition to all other remedies which may
603be available to it at law, be entitled to equitable relief in the form of
604preliminary and permanent injunctions without the necessity of proving
605damages. You and the Contracting Party further agree that the terms of
606these confidentiality terms shall in no way restrict or limit any other
607remedies LMI may have against You and the Contracting Party. LMI shall
608be entitled to recover the costs including reasonable attorney's fees,
609to enforce its rights under these confidentiality terms.
125 610
12616.5 Return of Confidential Information. Upon the written request of LMI, You and the Contracting Party shall return, or certify that it has destroyed, all information disclosed under these confidentiality terms and any memorandum, diagrams, or any other documents containing any information disclosed under these confidentiality terms. 61116.5 Return of Confidential Information. Upon the written request of
612LMI, You and the Contracting Party shall return, or certify that it
613has destroyed, all information disclosed under these confidentiality
614terms and any memorandum, diagrams, or any other documents containing
615any information disclosed under these confidentiality terms.
127 616
12816.6 Enforceability. In the event any one or more of the provisions of these confidentiality terms shall be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby. 61716.6 Enforceability. In the event any one or more of the provisions of
618these confidentiality terms shall be invalid, illegal or unenforceable in
619any respect, the validity, legality and enforceability of the remaining
620provisions contained herein shall not in any way be affected or impaired
621thereby.
129 622
13016.7 Application. This Confidentiality Agreement shall control in lieu of and notwithstanding any proprietary or restrictive legends or statements inconsistent with these confidentiality terms that may be associated with any particular information disclosed hereunder. 62316.7 Application. This Confidentiality Agreement shall control in lieu of
624and notwithstanding any proprietary or restrictive legends or statements
625inconsistent with these confidentiality terms that may be associated
626with any particular information disclosed hereunder.
131 627
13216.8 Surviving Obligations. The confidentiality obligations under these Terms shall survive any termination, expirations, or rescission of these Terms, as well as continue beyond any time in which You or the Contracting Party were using the Service. 62816.8 Surviving Obligations. The confidentiality obligations under these
629Terms shall survive any termination, expirations, or rescission of
630these Terms, as well as continue beyond any time in which You or the
631Contracting Party were using the Service.
133 632
13417. Force Majeure 63317. Force Majeure
135 634
136No party shall be liable for any performance failure, delay in performance, or lost data under these Terms (other than for delay in the payment of money due and payable hereunder) to the extent said failures or delays are proximately caused by (i) failures of Software or other computer programming, (ii) natural weather events, or (iii) any other causes beyond that party's reasonable control and occurring without its fault or negligence, including, without limitation, failure of suppliers, subcontractors, and carriers, or party to substantially meet its performance obligations under these Terms, provided that in any such event, as a condition to the claim of non-liability, the party experiencing the difficulty shall give the other prompt written notice, with full details following the occurrence of the cause relied upon. 635No party shall be liable for any performance failure, delay in
636performance, or lost data under these Terms (other than for delay in
637the payment of money due and payable hereunder) to the extent said
638failures or delays are proximately caused by (i) failures of Software
639or other computer programming, (ii) natural weather events, or (iii)
640any other causes beyond that party's reasonable control and occurring
641without its fault or negligence, including, without limitation, failure
642of suppliers, subcontractors, and carriers, or party to substantially
643meet its performance obligations under these Terms, provided that in
644any such event, as a condition to the claim of non-liability, the party
645experiencing the difficulty shall give the other prompt written notice,
646with full details following the occurrence of the cause relied upon.
137Copyright © 2003 – 2009 LogMeIn, Inc. All rights reserved. 647Copyright © 2003 – 2009 LogMeIn, Inc. All rights reserved.

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