Certificate Use Agreement for Evaluation Certificates

THIS CERTIFICATE USE AGREEMENT FOR EVALUATION CERTIFICATES (THIS “AGREEMENT”) DEFINES WHAT YOU MAY DO WITH EVALUATION CERTIFICATES AND CONTAINS LIMITATIONS ON REPRESENTATIONS, WARRANTIES, CONDITIONS, REMEDIES, AND LIABILITIES.

BEFORE DOWNLOADING, INSTALLING, RELYING ON OR USING ANY EVALUATION CERTIFICATES, PLEASE CAREFULLY READ THIS AGREEMENT WHICH CONTAINS THE TERMS AND CONDITIONS UNDER WHICH YOU ARE ACQUIRING PERMISSION TO USE THE EVALUATION CERTIFICATES. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT, PLEASE DO NOT DOWNLOAD, INSTALL, RELY ON, OR USE THE EVALUATION CERTIFICATES.

BACKGROUND

Entrust is willing to make certain Certificate services available on a trial basis at no charge.

Such services include, but are not limited to, the issuance of Evaluation Certificates.

This Agreement sets forth restrictions on the use of such Evaluation Certificates and contains limitations on representations, warranties, conditions, remedies and liabilities.

  1. Definitions: In this Agreement:

    “Affiliates” of Entrust shall mean all corporations controlled by Entrust.

    “Agreement” means this Certificate Use Agreement for Evaluation Certificates;

    “Certificate” means a record that includes the following information: (i) identity of the Certification Authority issuing it; (ii) the name or identity of its Subscriber, or a device or electronic agent under the control of the Subscriber; (iii) a public key that corresponds to a private key under the control of the Subscriber; (iv) the validity period; (v) the digital signature of the Certification Authority issuing it; and (vi) a serial number;

    “Certification Authority” means the entity or person who causes the issuance of a Certificate;

    “Evaluation Certificates” means the Certificate issued to You; and

    “Entrust” means Entrust, Inc.;

    “You or Your” means both the individual or individuals obtaining or installing the Evaluation Certificates and any entity on whose behalf such individual or individuals are acting.

  2. Grant of License: Subject to the terms and conditions of this Agreement, Entrust hereby grants to You a non-exclusive, non-transferable license to copy and use one or more of the Evaluation Certificates for the sole purpose of evaluating the Certificate services offered by the Entrust.
  3. Restrictions: Each permitted copy of the Evaluation Certificates provided to You must include all copyright notices, proprietary markings and other markings exactly as they appear on the copy of such Evaluation Certificates delivered to You. You shall not change, modify or otherwise alter the Evaluation Certificates or any other material provided by Entrust to You. If You are issued a Evaluation Certificate and any other form of electronic identity in connection with the Entrust Evaluation Certification Authority, You are obliged to verify the accuracy of all information provided by You at the time of Your application. You are required to keep Your password secret and promptly inform Entrust or your registration authority of any suspected or known compromise in such secrecy. You will only use Evaluation Certificates for the sole purpose of evaluating the Certificate services offered by the Entrust. You acknowledge that the Evaluation Certificates are issued on a trial basis and You shall defend, indemnify and hold Entrust harmless from any claim related to any reliance by a third party on the Certificate that is issued to You.
  4. No Warranty: THE EVALUATION CERTIFICATES AND ALL SERVICES PROVIDED BY ENTRUST ARE PROVIDED ON AN “AS-IS” BASIS. ENTRUST DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED, STATUTORY, BY USAGE OF TRADE OR OTHERWISE INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE.
  5. LIMITATION OF LIABILITY: NEITHER ENTRUST NOR ANY OF ITS AFFILIATES, LICENSORS, SUBCONTRACTORS OR DISTRIBUTORS SHALL HAVE ANY LIABILITY TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES IN EXCESS OF FIVE UNITED STATES DOLLARS ($5.00) ARISING FROM THIS AGREEMENT, RELATED TO THE EVALUATION CERTIFICATES, OR RELATED TO ANY SERVICES PROVIDED TO YOU BY ENTRUST (INCLUDING ITS AFFILIATES, LICENSORS, SUBCONTRACTORS AND DISTRIBUTORS) IN RELATION TO THE EVALUATION CERTIFICATES, INCLUDING WITHOUT LIMITATION ANY DIRECT, INDIRECT, RELIANCE, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE OR PROFIT, LOSS OF OR DAMAGE TO DATA OR OTHER COMMERCIAL OR ECONOMIC LOSS, WHETHER ARISING FROM CONTRACT, EQUITY, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY) OR ANY OTHER THEORY OF LIABILITY, EVEN IF ENTRUST HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR THEY ARE FORESEEABLE. ENTRUST (INCLUDING ITS AFFILIATES, LICENSORS, SUBCONTRACTORS OR DISTRIBUTORS) SHALL ALSO NOT BE RESPONSIBLE FOR CLAIMS BY A THIRD PARTY. THE LIMITATIONS IN THIS SECTION SHALL APPLY WHETHER OR NOT THE ALLEGED BREACH OR DEFAULT IS A BREACH OF A FUNDAMENTAL CONDITION OR TERM OR FUNDAMENTAL BREACH. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THESE LIMITATIONS MAY NOT APPLY TO YOU. 

    THE DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY CONSTITUTE AN ESSENTIAL PART OF THIS AGREEMENT. YOU ACKNOWLEDGE THAT BUT FOR THE DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY, NEITHER ENTRUST NOR ANY OF ITS LICENSORS WOULD GRANT THE RIGHTS GRANTED IN THIS AGREEMENT.

    THE FOREGOING LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY STATED IN THIS AGREEMENT.

  6. Term: This Agreement shall continue for as long as You use one or more of the Evaluation Certificates; provided, however that this Agreement shall terminate if the Certificate exires or if Entrust revokes the Certificate. In addition to this Section, the Sections entitled Restrictions, No Warranty, Limitation of Liability, and Governing Law shall apply during and after Your use of any of the Evaluation Certificates.
  7. Governing Law. This Agreement and the rights and obligations of the Parties hereunder will be governed by and construed in accordance with the laws of the State of New York without reference to its provisions on conflict of laws. The application of United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.