1. BY DOWNLOADING, INSTALLING, COPYING, ACCESSING OR USING THIS SOFTWARE, 2. BY CLICKING A FIELD OR BOX INDICATING ACCEPTANCE, OR BY 3. EXECUTING AN ORDER FORM THAT REFERENCES TO THESE TERMS, YOU HEREBY AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU ARE ACCEPTING THESE TERMS ON BEHALF OF ANOTHER PERSON OR COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE FULL AUTHORITY TO BIND THAT PERSON, COMPANY OR LEGAL ENTITY AND ITS AFFILIATES TO THESE TERMS.
IF YOU DO NOT AGREE TO THESE TERMS: DO NOT DOWNLOAD, INSTALL, COPY, ACCESS OR USE THE SOFTWARE, AND RETURN THE SOFTWARE AND PROOF OF ENTITLEMENT TO THE PARTY FROM WHOM YOU ACQUIRED THEM.
In this End User License Agreement (the “Agreement”), capitalized words and terms have specific meanings that are defined throughout the body of the Agreement. This Agreement is between you and/or your Affiliates (“You” or the “Customer”) and the Blancco entity that is contracting with You based on the country or Blancco’s sales region or the country where You have purchased and/or received the license to use the Software as indicated in the relevant quote or purchase order (“Blancco”).
The software application licensed in this Agreement includes all or any of the features of the application, computer software and digital assets, the data supplied with it, the associated media, printed materials, purchase information and online OR electronic documentation and/or any of the related services (the “Application”). The download and use of the Application may be subject to any rules or policies (the “App store Rules”) applied by any software application store provider or operator from whose site (the “App store”) You downloaded the Application.
Unless otherwise stated in the relevant quote, purchase order or Agreement, immediately below is the name of the Blancco entity that is contracting with you based on the country or Blancco’s sales region where You are located. In the alternative, you may be engaging with the Blancco designated distributor in your country.
Canada: Your Agreement is with Blancco Technology Group Canada Inc., a company incorporated under the laws of Canada.
United States and rest of Americas: our Agreement is with Blancco U.S. LLC, a company incorporated under the laws of the State of Delaware, USA.
Germany, Switzerland, Austria, Czech Republic and Poland: Your Agreement is with Blancco Central Europe GmbH, a company incorporated under the laws of Germany.
Sweden, Denmark and Norway: Your Agreement is with Blancco Technology Group Sweden AB, a company incorporated under the laws of Sweden.
France and its neighbouring and overseas territories like Spain, Portugal and Italy, Cyprus, Malta, Greece and Francophone Africa (Algeria, Benin, Burkina Faso, Cameroon, Ivory Coast, Djibouti, Gabon, Madagascar, Morocco, Mauritania, Niger, Rwanda, Senegal, Seychelles, Chad, Togo, Tunisia) : Your Agreement is with Blancco France SAS, a company incorporated under the laws of France
Netherlands, Belgium and Luxembourg: Your Agreement is with Blancco (Software) Netherlands B.V., a company incorporated under the laws of Netherlands.
UK: Your Agreement is with Blancco UK Limited, a company incorporated under the laws of England & Wales
Finland and rest of EMEA/MENA: Your Agreement is with Blancco Oy Ltd, a company incorporated under the laws of Finland.
Ireland: Your Agreement is with Blancco Technology Group Ireland Ltd, a company incorporated under the laws of Ireland.
Japan and South Korea: Your Agreement is with Blancco Japan Inc, a company incorporated under the laws of Japan. Please note that in Korea, we have a branch office of Blancco Japan Inc.
China: Your Agreement is with Blancco Technology (Beijing) Co., Ltd., a company incorporated under the laws of China or a Blancco distributor company in China as designated by Blancco
India: Your Agreement is with Blancco (Software) India Private Limited, a company incorporated under the laws of India.
Australia and New Zealand: Your Agreement is with Blancco Australasia Pty Limited, a company incorporated under the laws of Australia.
Singapore, Vietnam, Philippines, Hong Kong and rest of Asia: Your Agreement is with Blancco APAC PTE Limited, a company incorporated under the laws of Singapore.
Malaysia Thailand, Indonesia: Your Agreement is with Blancco SEA SD Bhd, a company incorporated under the laws of Malaysia.
“Affiliates” means, with respect to a party, any corporation or other business entity Controlled by, Controlling or under common Control with that party; whereby “Control” means the direct or indirect ownership of more than 50% (fifty percent) of the equity interest in such corporation or business entity, or the ability in fact to control the management decisions of such corporation or business entity.
“Intellectual Property Rights” means any patent, invention, utility model rights, database right, copyright, design right, registered design or other rights of a similar nature and any trademarks and/or trade names (whether registered or unregistered) and any applications for any of the aforementioned, and rights in any know-how, trade secrets or other confidential information or any other intellectual property right.
“Software” means each Blancco software program licensed by Blancco or its Affiliates, including any modifications, as indicated in the relevant quote or purchase order.
Subject to the terms and conditions of this Agreement, Blancco hereby grants to You a non-exclusive, non-transferable, non-perpetual right to use the Software solely for your own internal operations. For the purpose of this Agreement, use of the Software means to access, install, download, copy or otherwise benefit from using the Software during the license term according to the license type agreed in the relevant quote or purchase order, and/or further described in Appendix 1 to this Agreement. The Software is owned by Blancco and/or its licensors and are copyrighted and licensed, NOT SOLD.
The Mobile Application may use location technology such as GPS, Wi-Fi, Cell ID or IP Address to provide features of the Mobile Application. In order to enable us to use your location, we require your prior consent. If no consent is provided, then we may not be able to provide some of the features of the Mobile Application that require the use of such location technology. You can change your location technology preferences via the setting application on your device.
You accept that we and/or our partners, subcontractors or representatives may communicate with you in order to provide the Mobile Application and related services to you, such communication may be phone, e-mail, post or text or through the use of push notification to your device using the contact details provided by you or our partners. In order to enable us to send you notifications, we need your consent. This consent is managed via the operating system for the device. If no consent is provided, we will not be able to provide some of the features of the Mobile Application that require the use of notifications.
Blancco’s policy for providing support in relation to the Software shall be available at https://support.blancco.com/ or such other website address as may be notified to You from time to time (“Support Services Policy”). Blancco will provide the Customer with its support services during the normal business hours in accordance with the support plan purchased by the Customer and the Support Services Policy in effect at the time of the Services. Blancco may amend the Support Services Policy in its sole and absolute discretion from time to time.
Blancco shall have the right to update, to provide new functionality or otherwise change the design of any Software or to discontinue the manufacture or sale of any Software in its absolute discretion without any liability to You. Blancco’s policy for providing support in relation to any old version of the Software or the discontinued Software shall be available at https://support.blancco.com/ or such other website address as may be notified to You from time to time (“Support Lifecycle Policy”). Blancco may amend the Support Lifecycle Policy in its sole and absolute discretion from time to time.
You acknowledge that all Intellectual Property Rights in the Software and any related services belong and shall belong to Blancco and/or the relevant third-party owners (as the case may be), and the Customer shall have no rights in the Software other than the right to use it in accordance with the terms of this license (and/or any related third-party license). The structure, organization, and source code of the Software are the valuable trade secrets and confidential information of Blancco and/or the relevant third-party owners. All rights not expressly granted herein are reserved by Blancco and/or the relevant third-party owners. “Blancco” is a registered trademark of Blancco Technology Group and/or its Affiliates. Other Blancco related logos, product names, and service names are also trademarks of Blancco Technology Group and/or its Affiliates.
The Software may contain freely available and distributable and/or open-source software and other copyrighted material by third parties (“Third-Party Software”). The Third-Party Software are exclusively subject to the terms, conditions and obligations of the applicable to such Third-Party Software license.
Blancco hereby agrees that it will maintain the appropriate technical and operational safeguards for protection of your data and any user data (together: “Customer Data”), as further specified in Blancco’s Data Privacy Policy at https://www.blancco.com/privacy-policy/.
Blancco shall retain any Customer Data on its systems and (cloud) environment only for the period as reasonably necessary to accomplish the intended purpose for which such Customer Data was stored in the provision of the Software and Services to you and as set forth in this Agreement. Following the termination and/or expiration of this Agreement, it will remain Your responsibility to timely download transfer or have destroy any of the Customer Data remaining with us such in accordance with your company data retention policies and applicable laws and regulations. Blancco shall have no further liability as to such return, transfer or destruction of Customer Data, following the termination and/or expiration of the Agreement.
If and to the extent that any Personal Data from the European Economic Area (EEA), the United Kingdom or Switzerland are processed by Blancco, the Standard Contractual Clauses shall apply. For the purposes of the Standard Contractual Clauses, Customer and its applicable Affiliates are each considered the data exporter, and Customer’s acceptance of this Agreement, and an applicable Affiliate’s execution of an order, shall be treated as its execution of the Standard Contractual Clauses and Appendices. Upon request by Customer made within 30 days after the effective date of termination or expiration of this Agreement. In the event that the locally governing law and jurisdiction requires a different Agreement and/or set-up, the Parties will negotiate and conclude the necessary documentation and take the required measures without undue delay.
The above notwithstanding, you consent that Blancco may collect user information regarding the use of the Software as needed for reporting and billing purposes and may collect anonymous user data to enable error fixing, product development and other analysis and sales purposes. Any personal data will only be processed in accordance with the privacy policy available at https://www.blancco.com/privacy-policy/.
PLEASE NOTE THAT YOUR USE OF THE SOFTWARE AND RELATED SERVICES COULD RESULT IN THE PERMANENT ERASURE OF ALL (OR SPECIFIED) DATA AND FILES IN YOUR HARD DRIVE, COMPUTER SYSTEM, ELECTRONIC OR DIGITAL STORAGE OR MOBILE DEVICE AND THAT YOU SHALL HAVE SOLE AND EXCLUSIVE RESPONSIBILITY FOR BACKING-UP YOUR DATA OR THIRD- PARTY DATA UNDER YOUR CONTROL IN YOUR HARD DRIVE, SYSTEM, STORAGE OR DEVICE. BLANCCO SHALL NOT BE RESPONSIBLE FOR ANY LOSS OF DATA.
Blancco warrants that, any part of the Software shall not, when used by You in accordance with this Agreement, infringe any intellectual property rights of a third party in the country of delivery. Blancco may, at its option, either defend or settle any claim made against You by a third party alleging that the Software, except Third Party Software, infringes a right of a third party, or Blancco may pay the costs and damages finally awarded against You by a competent court or an out-of-court settlement; But only upon these conditions that (i) You will notify Blancco within thirty (30) days of receipt of any third party claim; (ii) Blancco will be granted the exclusive right to arrange any defense or settlement; and (iii) You will not make any statement contradictory to the interests of Blancco in connection with such claim.
Blancco warrants for a period of ninety (90) days from the date of delivery, or in case of a Subscription and/or support Agreement, for the duration of that Agreement in accordance with the relevant terms, that each unmodified copy of the Software will perform in all material respects in accordance with the corresponding user manual or documentation. You agree that such user manual or documentation may be supplied only in the English language unless the local law requirement says otherwise. Any updates provided by Blancco shall be covered by this limited warranty for the remainder of the applicable warranty and support period as set forth above. or. For any breach of the warranty, your exclusive remedy, and Blancco’s entire liability, shall be the correction of the Software errors that cause breach of the warranty. THE WARRANTY ABOVE IS UNIQUE AND IS INSTEAD OF ALL OTHER WARRANTIES, TERMS OR CONDITIONS, WHETHER EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES, TERMS OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, THE SOFTWARE IS PROVIDED “AS IS” AND BLANCCO DOES NOT WARRANT OR GUARANTEE THAT THE OPERATION OF THE SOFTWARE WILL BE FAIL SAFE, UNINTERRUPTED OR FREE FROM ERRORS OR DEFECTS OR THAT THE SOFTWARE WILL PROTECT AGAINST ALL POSSIBLE THREATS. CUSTOMER MAY HAVE ADDITIONAL RIGHTS UNDER APPLICABLE LAW, WHICH MAY VARY FROM JURISDICTION TO JURISDICTION. BLANCCO DOES NOT SEEK TO LIMIT CUSTOMER’S WARRANTY RIGHTS TO ANY EXTENT NOT PERMITTED BY SUCH APPLICABLE LAW.
This Agreement will commence on the date as set forth in the order, quote, and/or acceptance by the customer of the Software, whichever is earlier. Either Party may terminate this Agreement for convenience, in whole or in part, at any time by giving thirty (30) days written notice to the other Party of such termination and specifying the effective date thereof. Blancco may terminate your license immediately if you materially breach the terms of this Agreement. Upon such termination, you shall promptly return or destroy all copies of the Software and related documentation. Any terms of this Agreement that by their nature should survive the termination of this Agreement shall survive such termination.
Unless agreed otherwise in the applicable order, quote or an Agreement, this Agreement shall automatically renew for subsequent period of the same lengths of the initial term, unless either party gives the other party written notice of termination at least (90) ninety days prior to the expiration of the current term. For every subsequent annual renewal of any Volume or Subscription licenses, Blancco reserves the right to adjust the price of the licenses of its Products by the greater of (i) 5% or (ii) the then current Consumer Price index/Annual Inflation rate in effect at the time of such renewal.
It is understood and agreed between the Parties that You are responsible for any (sales) tax, import and/or export duties and governmental fees associated with your quote and/or order (together: “Taxes”). You shall be solely responsible for the payment of any and all Taxes levied on account of any amount invoiced and/or paid under this Agreement. If applicable, Blancco will provide You with an invoice where any Taxes are shown separately.
This Agreement, and any disputes arising from it, will be governed exclusively by the applicable governing law and jurisdiction of the country and place of business of the Blancco entity whom you have an Agreement and/or transact business with (as listed above), without regard to conflicts of laws rules or the United Nations Convention on the International Sale of Goods. The courts located in the applicable venue below will have exclusive jurisdiction to adjudicate any dispute arising out of or relating to the Agreement or its formation, interpretation or enforcement. Each party hereby consents and submits to the exclusive jurisdiction of such courts. Regardless of the below governing law, either party may seek interim injunctive relief in any court of appropriate jurisdiction with respect to any alleged breach.
Terms may be drafted in different languages. English version shall always be the official version and in case of conflict between English and other language versions, the English version shall always prevail.
If the Software has been provided to You as evaluation license, trial license or other similar designation as identified in the relevant quote or purchase order or is licensed to You for evaluation or trial purposes (“Evaluation Software”), then the provisions of this section apply and shall supersede any other conflicting term of this Agreement.
If the Software has been provided to You as a subscription license where the usage is limited to a specific period as agreed and identified in the relevant quote or purchase order (“Subscription”), then the provisions of this section apply and shall supersede any other conflicting term of this Agreement.