License Agreement and Terms of Use
LICENSED RIGHTS
FEES
WILEY'S OBLIGATIONS
CUSTOMER'S OBLIGATIONS
OWNERSHIP AND COPYRIGHT
TERMINATION
CANCELLATION FOR BREACH
REPRESENTATIONS AND WARRANTIES
DISCLAIMERS REGARDING SERVICES AND MATERIALS
LIMITATION OF LIABILITY
APPLICABLE LAW
COMPLETE AGREEMENT
This License Agreement sets forth the terms and conditions under which Sybex, a Publishing Unit of John Wiley & Sons, Inc., located at 111 River Street, Hoboken, New Jersey ("Wiley") shall provide access to the Sybex Certification Test Prep Products to you or your organization (the "Customer ").
DEFINITION OF TERMS
The Sybex Certification Test Prep Products mean the web-based test preparation products based on the Sybex Certification Test Preparation titles and powered by the ExamWeb software engine and all of the contents, technology and services housed at, accessible from and generated through www.sybex.com and www.examweb.com
USER means each person with authorized access to use the Sybex Certification Test Prep Product for whom Customer pays a "SUBSCRIPTION FEE." Each paid subscriber access is also referred to as a "Subscription."
Each User shall be provided with authorized access to a specific title or titles within the Sybex Certification Test Prep Product by way of a password or secure link issued by Wiley. All Users are bound by the Terms and Conditions of Use.
TERMS AND CONDITIONS OF USE means the Terms and Conditions of Use as well as the Privacy Policy that are posted on the Sybex Certification Test Prep Product, and made a part of this Agreement.
SUBSCRIPTION FEE means the charge for each User, to be paid in advance of the issuance of each User password. Each User may use the product for the term of the Subscription with no additional License Fee.
TERM means, for each Subscription purchased, one, three or six months from the issuance of the Subscription, depending on which Subscription is purchased. At the conclusion of the Term, passwords shall expire.
Go to topLICENSED RIGHTS
Wiley grants Customer, for the purchased Term, a non-exclusive, non-transferable license to access the Sybex Certification Test Prep Product or Products and to allow access to Users under the Terms and Conditions of Use. The Subscriber shall have access to the applicable Sybex Certification Test Prep Product or Products and in order to obtain the purchased services and information.
Except as explicitly provided above and by the Sybex Certification Test Prep Products, this License Agreement does not convey to Customer any right to reproduce, disclose, assign, license or in any other way use or provide the Sybex Certification Test Prep content or engine, or any portion of it, to any party other than its Users in accordance with the Terms and Conditions of Use.
Go to topFEES
The per License Fee charge, as posted on the Sybex Certification Test Prep Products, is to be paid in advance of the issuance of each User password.
Go to topWILEY'S OBLIGATIONS
Wiley shall use reasonable commercial efforts to maintain and operate the Sybex Certification Test Prep Products in accordance with the documentation on Sybex Certification Test Prep Products, and shall retain Customer's User information in accordance with Wiley's Privacy Policy.
Wiley shall provide product and technical support for the Sybex Certification Test Prep Products to the User during regular business hours at no additional cost. Technical support shall consist of responding to emails and telephone calls during regular business hours (U.S. Eastern Time).
Go to topCUSTOMER'S OBLIGATIONS
Customer may not customize, augment or change the Sybex Certification Test Prep Products in any way without the prior written consent of Wiley.
Customer acknowledges that the Sybex Certification Test Prep Products is a test preparation product and Wiley does not guarantee the success of User in taking the designated exam. Subscriber assumes full responsibility for its use of the resulting information and feedback reports.
Customer shall take appropriate steps to counsel its Users regarding the proper use of the Sybex Certification Test Prep Products and shall advise Wiley if it believes any of the Users are violating the Terms and Conditions of Use and shall assist Wiley as may be reasonably necessary to stop such violation and prevent any further violations.
Go to topOWNERSHIP AND COPYRIGHT
The entire content of the Sybex Certification Test Prep Products is the property of Wiley and incorporates valuable copyrights, trademarks and other proprietary rights and trade secrets. Wiley retains all rights in the Sybex Certification Test Prep Products, including the right to create derivative works and to sell and license them anywhere in the world. The entire technology engine for the Sybex Certification Test Prep Products is the property of ExamWeb and incorporates valuable copyrights, trademarks and other proprietary rights and trade secrets. Nothing on this site may be downloaded, reproduced, stored in a retrieval system, modified, made available on a network, used to create derivative works, or transmitted in any form or by any means, except as permitted under Section 107 of the 1976 U.S. Copyright Act or as expressly authorized by this License Agreement or the instructions and functionalities contained in the Sybex Certification Test Prep Products. Neither Customer nor Users shall remove, obscure or modify any notices contained on any screen display or attempt to reverse engineer, disassemble, decompose, amend or modify or similarly manipulate all or any portion of the Sybex Certification Test Prep Products or do at any time any act or thing which may in any way adversely affect any rights of Wiley or ExamWeb.
Go to topTERMINATION
Following the conclusion of the Term or cancellation of this Agreement for any reason, information about and supplied by Users shall be archived in the Sybex Certification Test Prep Products databases, although Wiley shall have no continuing obligation to make this data accessible to the customer after the conclusion of the Term of this agreement. Provisions of this Agreement on Ownership and Copyright, Representations and Warranties, Disclaimers Regarding Services and Materials, Limitation of Liability and Applicable Law shall survive any termination of this Agreement.
Go to topCANCELLATION FOR BREACH
This Agreement may be terminated by Wiley if Customer does not cure a material breach of its terms within ten (10) days of written notice. Wiley shall have the right to immediately terminate access to any User or group of Users at any time during the Term if such Users breach the Terms and Conditions of Use or in any way infringe Wiley's copyrights or other proprietary rights or the privacy rights of any parties.
Go to topREPRESENTATIONS AND WARRANTIES
Wiley represents and warrants that Customer's use of the Sybex Certification Test Prep Products, as authorized by this License Agreement, shall not infringe upon any copyrights, trademarks or other rights of third parties. Wiley shall indemnify, defend and hold harmless Customer from any claim arising out of a breach or alleged breach of Wiley's representations and warranties hereunder. Customer shall promptly notify Wiley of any claim.
Customer represents and warrants that use of the Sybex Certification Test Prep Products by its Users shall be in compliance with the terms of this License Agreement, including the Terms and Conditions of Use and that the individual accepting this Agreement on its behalf has the full authority to bind the Customer. Customer shall indemnify, defend and hold harmless Wiley and ExamWeb from any claim arising out of a breach or alleged breach of Customer's representations and warranties hereunder. Wiley shall promptly notify Customer of any claim.
Go to topDISCLAIMERS REGARDING SERVICES AND MATERIALS
Wiley and ExamWeb shall not be responsible for problems or delays in accessing any of the materials or services offered on the Sybex Certification Test Prep Products for any reason beyond Wiley and ExamWeb's actual control including reasons related to Customer's own hardware, software or connectivity. Further, Wiley and ExamWeb do not guarantee that functions and materials contained in the Sybex Certification Test Prep Products shall always be uninterrupted or error-free, that defects shall be immediately corrected, or that the Sybex Certification Test Prep Products, or the server that makes them available, shall be and remain free of viruses or other harmful components. Further, Wiley and ExamWeb do not warrant or make any representations regarding the feedback reports or the results of the use of the reports created by the Sybex Certification Test Prep Products for any reason.
Any third-party sites which may be accessed through the Sybex Certification Test Prep Products are solely the responsibility of the third-party host, and Wiley makes no representations as to the accuracy or completeness of any information on such sites nor does it accept any responsibility for errors or omissions contained on such sites or damages deriving from the use of them.
Go to topLIMITATION OF LIABILITY
SYBEX CERTIFICATION TEST PREP PRODUCTS ARE PROVIDED "AS IS." TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WILEY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
NEITHER WILEY NOR ANYONE ELSE INVOLVED IN PROVIDING THE SYBEX CERTIFICATION TEST PREP PRODUCTS SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE SYBEX CERTIFICATION TEST PREP PRODUCTS.
Go to topAPPLICABLE LAW
This Agreement shall be construed and interpreted according to the laws of the State of New York and any legal proceeding arising out of or relating to this Agreement shall be instituted in a court of competent jurisdiction in New York County and the parties hereby consent to jurisdiction of such court.
Go to topCOMPLETE AGREEMENT
This Agreement together with the Terms and Conditions of Use and Privacy Policy contains the entire agreement between the parties hereto, and cannot be modified except by a written document signed by Customer and Wiley.
Go to top