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Guardian Digital Secure Network Services Use and Subscription Agreement
Guardian Digital Secure Network is an Internet solution for managing one or more EnGarde Secure Linux systems (the "Service"). This Guardian Digital Secure Network Use and Subscription Agreement (the "Agreement") is between Guardian Digital, Inc. ("Guardian Digital") and all users of, and subcribers to, the Service ("you" or "Customer").
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING OR SUBSCRIBING TO THE SERVICE OR PROFILING, REGISTERING OR ENTITLING A SYSTEM WITH THE SERVICE. BY USING OR SUBSCRIBING TO THE SERVICE, OR BY PROFILING, REGISTERING OR ENTITLING A SYSTEM WITH THE SERVICE, YOU SIGNIFY YOUR ASSENT TO THIS AGREEMENT. IF YOU ARE ACTING ON BEHALF OF AN ENTITY, THEN YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF THAT ENTITY. IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT, THEN PLEASE DO NOT ACCESS, USE OR SUBSCRIBE TO THE SERVICE AND DO NOT PROFILE, REGISTER OR ENTITLE A SYSTEM WITH OR FOR THE SERVICE.
You must be at least thirteen (13) years old to use, or entitle a system with, the Service.
You are responsible for securing Internet access to use the Service.
Guardian Digital reserves the right to modify the Service at any time and for any reason or no reason.
Guardian Digital will create a username, password, and account designation for the Customer at the time Customer subscribes for Service. It is the Customer's duty to keep this user information confidential. Customer must notify Guardian Digital immediately upon discovering any unauthorized use of Customer's account. Customer must have a subscription for a system to entitle such system to receive Service. The Service may be used only for the benefit of the Customer and only for the systems with subscriptions. Customer may not use one subscription for Services for more than one system. Any unauthorized use of the Service will be deemed to be a material breach of this Agreement.
All of the software programs provided by means of the Guardian Digital Secure Network (the "Software Programs") are individually written and copyrighted, and are subject to individual end user license agreements (each, a "EULA") that are applicable to the Software Programs. These EULAs are located in the source code to the software programs. You agree to review, and that you are subject to, each such EULA. Most of the EULAs permit you to copy, modify and redistribute the Software Programs, in both source code and binary code forms. Nothing in this Agreement limits your rights under, or grants you rights that supercede, any applicable EULA.
The Software Programs provided by means of the Service, including source code, documentation, appearance, structure and organization are proprietary products of Guardian Digital and others and are protected by copyright and other laws. Title to these Software Programs, or to any copy, modification or merged portion of the Software Programs, shall at all times remain with the aforementioned, subject to the terms and conditions of the applicable EULA related to the Software Programs under consideration.
The GDSN Code and any physical media containing the GDSN Code and all intellectual property rights contained therein, and all copies thereof made by Customer (if authorized by Guardian Digital) are the exclusive property of Guardian Digital and a valuable trade secret of Guardian Digital. Upon termination of the subscription period, Customer immediately will destroy all copies of the GDSN Code in its possession (including any GDSN Code installed on the GDSN Servers). The GDSN Code (and any media containing the GDSN Code) is the confidential property of Guardian Digital and Customer shall not use or disclose any information regarding the GDSN Code, except as permitted by this Agreement.
The "Guardian Digital" trademark and Guardian Digital's corporate logo are registered trademarks of Guardian Digital in the United States and other countries. You are not permitted to distribute the Software Programs utilizing Guardian Digital's trademarks.
Except as specifically stated in this Agreement, the Service, any Software Program provided by means of the Service are provided and licensed "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. GUARDIAN DIGITAL DOES NOT GUARANTEE THAT THE USE OF SERVICE OR THE SOFTWARE PROGRAMS WILL BE UNINTERRUPTED OR ERROR FREE.
Limitation of Liability
To the maximum extent permitted by applicable law, IN NO EVENT WILL GUARDIAN DIGITAL BE LIABLE TO YOU FOR ANY DAMAGES, WHETHER IN TORT OR IN CONTRACT, INCLUDING LOST PROFITS, LOST SAVINGS OR OTHER INCIDENTIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF (A) THE SERVICE OR THE SOFTWARE PROGRAMS, (B) ANY INTERRUPTION OF USE OF THE SERVICE OF THE SERVICE OR THE SOFTWARE PROGRAMS, OR (C) FOR LOSS, INACCURACY OR CORRUPTION OF DATA, EVEN IF GUARDIAN DIGITAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. GUARDIAN DIGITAL'S LIABILITY HEREUNDER SHALL BE LIMITED TO DIRECT DAMAGES NOT TO EXCEED THE AMOUNT THAT CUSTOMER PAID TO GUARDIAN DIGITAL FOR THE SERVICES FOR ONE YEAR.
If Customer has purchased a subscription to the Service, then Customer agrees to the following:
All fees are stated, and must be paid in, United States Dollars. All fees are exclusive of any foreign, federal, state or local sales, excise, use or similar taxes. Customer agrees to pay all such taxes, when applicable, regardless of whether such taxes appear on an original invoice or are later levied (excluding any taxes levied solely on the income of Guardian Digital). Any renewal of this Agreement will be at Guardian Digital's list prices in effect at the time of the renewal. All payments are non-refundable.
Customer agrees to provide Guardian Digital with accurate and complete billing information (including legal name, address, telephone number, and billing or credit information). Customer will report to Guardian Digital all changes to this information within thirty (30) days of the change. Customer shall direct any questions regarding its account to Guardian Digital's customer service department. All charges are considered valid unless disputed within sixty (60) days of the billing date. Adjustments will not be made for charges that are more than 60 days old. Guardian Digital reserves the right to suspend or cancel Service for non-payment. Guardian Digital is not responsible for Customer's credit card or debit card fees or expenses. In the event that the Service is purchased through a reseller rather than directly through Guardian Digital, the Customer's Service will be suspended if the reseller fails to pay all amounts due to Guardian Digital.
This Agreement is effective until terminated by either party in accordance with this Agreement.
Customer may terminate this Agreement at any time by providing notice of termination in writing to Guardian Digital by registered or certified mail, return receipt requested, to the following address: Guardian Digital, Inc., Customer Service, PO Box 188, Waldwick, New Jersey 07463 or by calling Customer Service at (866) GDLINUX. You may not terminate Services or this Agreement by email.
Guardian Digital may terminate this Agreement, use of the Service or password access to the Service at any time without prior notice, if Guardian Digital in its sole discretion determines that there has been a violation of this Agreement, applicable policies or failure to pay charges when due. Guardian Digital may terminate this Agreement at any time by providing notice of termination to you in any reasonable manner.
Sections 2 through 7 of this Agreement shall survive any termination of this Agreement.
GUARDIAN DIGITAL RESERVES THE RIGHT TO MODIFY THE SERVICE AT ANY TIME AND FOR ANY REASON OR NO REASON.
This Agreement is governed by New Jersey law without regard to its conflict of laws provisions. Customer consents to the jurisdiction of the federal and state courts of the State of New Jersey with respect to any disputes or issues arising out of this Agreement. This Agreement shall constitute the exclusive terms and conditions with respect to the Services provided under this Agreement to Customer by Guardian Digital, notwithstanding any different or additional terms that may be contained in the form of purchase order or other document used by Customer in such transactions. This Agreement contains the final, complete and exclusive statement of the agreement between the parties with respect to the transactions contemplated herein and all prior written agreements and all prior and contemporaneous oral agreements with respect to the subject matter herein are merged herein. This Agreement and the Services may not be transferred or assigned without the prior written consent of Guardian Digital. The unenforceabity of any provision of this Agreement shall not effect the remaining provisions of this Agreement. Guardian Digital reserves the right to amend or modify this Agreement at any time and in any manner by providing reasonable notice to the Customer. Customer agrees that reasonable notice may be provided by posting on Guardian Digital's web site, the Customer's registration pages, email or other written notice.