Kaspersky Security Center 13 Network Agent KASPERSKY END USER LICENSE AGREEMENT

BY CLICKING THE ACCEPT BUTTON IN THE LICENSE AGREEMENT WINDOW OR BY USING THE SOFTWARE YOU CONSENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. SUCH ACTION IS A SYMBOL OF YOUR SIGNATURE AND YOU ARE CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT AND AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, CANCEL THE INSTALLATION OF THE SOFTWARE AND DO NOT INSTALL THE SOFTWARE OR DO NOT USE THE SOFTWARE.

IF LICENSE CONTRACT OR SIMILAR DOCUMENT ACCOMPANIES SOFTWARE, TERMS OF THE SOFTWARE USE DEFINED IN SUCH DOCUMENT PREVAIL OVER CURRENT END USER LICENSE AGREEMENT.

1. Definitions
1.1. Software means software Kaspersky Security Center 13 Network Agent including any Updates and related materials.
1.2. Rightholder (owner of all rights, whether exclusive or otherwise to the Software) means AO Kaspersky Lab, a company incorporated according to the laws of the Russian Federation.
1.3. Computer(s) means combination of hardware(s), including personal computers, laptops, workstations, personal digital assistants, ‘smart phones’, hand-held devices, or other electronic devices, and operating system(s) (including system virtual machines) for which the Software was designed where the Software will be installed and/or used.
1.4. End User (You/Your) means the organization for which the Software is downloaded or installed and it is represented hereby that such organization has authorized the person accepting this agreement to do so on its behalf. For purposes hereof the term “organization”, without limitation, includes any partnership, limited liability company, corporation, association, joint stock company, trust, joint venture, labor organization, unincorporated organization, or governmental authority. If the Software was downloaded or installed on behalf of individual, End User ("You") further means such individual.
1.5. Partner(s) means organizations or individual(s), who distributes the Software based on an agreement and license with the Rightholder.
1.6. Update(s) means all upgrades, revisions, patches, enhancements, fixes, modifications, copies, additions or maintenance packs etc.
1.7. User Manual means user manual, administrator guide, reference book and related explanatory or other materials.

2. Grant of License
2.1. You are given a non-exclusive license to store, load, install, execute, and display (to “use”) the free of charge Software, according to the all technical requirements described in the User Manual and according to the terms and conditions of this Agreement (the “License”).
2.2. You have the right to make a copy of the Software solely for back-up purposes and only to replace the legally owned copy if such copy is lost, destroyed or becomes unusable. This back-up copy cannot be used for other purposes and must be destroyed when you lose the right to use the Software.

3. Term and termination
3.1. The Software can be used perpetually upon your acceptance of this Agreement.
3.2. Without prejudice to any other remedy in law or in equity that the Rightholder may have, in the event of any breach by You of any of the terms and conditions of this Agreement, the Rightholder shall at any time without notice to You be entitled to terminate this License.
3.3. You agree that in using the Software and in using any report or information derived as a result of using this Software, you will comply with all applicable international, national, state, regional and local laws and regulations, including, without limitation, privacy, copyright, export control and obscenity law.

4. Technical Support
4.1. Technical Support is provided only for clients of the commercial versions of the Rightholder's software in accordance with the Technical Support rules.
Technical support service and its rules are located at: https://support.kaspersky.com/.

5. Conditions regarding Data Processing
5.1. Under this Section additional definitions are introduced:
Data Subject – means a natural person who is a representative of the End User and/or who uses the Software directly or indirectly, including a worker, contractor, employee, or client of the End User in respect of whom the data is transmitted and processed in the context of the End User’s activities, including data which could be determined as personal data under the laws of some countries. Data Subject may also include any individual who communicates and transmits his or her data to the End User.
5.2. If You use the Rightholder’s update servers to download the Updates, the End User, in order to increase the efficiency of the update procedure, agrees to periodically provide the Rightholder the following information: Software ID derived from the license; full version of the Software; Software license ID; Software installation ID (PCID); ID of the Software update start.
The Rightholder can use such information also for receiving statistical information about the distribution and use of the Rightholder’s Software.
By downloading the Updates from the Rightholder’s update servers, the End User gives its consent to automatically transmit the data specified in this Paragraph. In case the End User does not agree to provide this information to the Rightholder, the End User must obtain the Updates from a local shared folder as described in the User Manual.
5.3. The Rightholder undertakes the processing of all data received from the End User in accordance with the License Agreement, in particular the provisions of Section 5 “Conditions regarding Data Processing,” as well as in accordance with functionality of the Software that the End User may use, unless otherwise specified in a separate written agreement between the End User and the Rightholder or its Partners.
5.4. The End User is solely responsible for acquainting itself with the User Manual, particularly in regards to data processing, with the Rightholder’s Privacy Policy, which describes data handling (https://www.kaspersky.com/Products-and-Services-Privacy-Policy) and independently determining whether they comply with the End User’s requirements.
5.5. The End User must comply with laws that apply to use of the Software, including laws on confidential information, personal data, data protection. The End User is responsible for implementing and maintaining confidentiality and security measures in respect of data when using Software components that process data without the participation of the Rightholder. The End User must determine the appropriate technical and organizational measures for the protection and confidentiality of the data during use of such components of the Software in accordance with the End User’s purposes (for example, generating reports).
5.6. In view of a clear determination of the respective responsibilities with respect to personal data of third parties, in particular natural persons, whose personal data is processed when the End User uses the Software, the Rightholder and the End User agree as follows:
The End User undertakes all necessary steps in order to enable the Data Subject to exercise his or her rights and to provide the Data Subject with the information required under applicable law, such as Article 13 and 14 of Regulation (EU) 2016/679 (General Data Protection Regulation, “GDPR”) (if Data Subject is in the European Union), or other applicable laws on confidential information, personal data, data protection, or similar thereto.
5.7. During use of the Software, especially where the End User configures the Software to use the Kaspersky Security Network, the End User is fully responsible for ensuring that the processing of personal data of Data Subjects is lawful, particularly, within the meaning of Article 6 (1) (a) to (f) of Regulation (EU) 2016/679 (General Data Protection Regulation, “GDPR”) (if Data Subject is in the European Union) or applicable laws on confidential information, personal data, data protection, or similar thereto.
5.8. In reference to the legal bases for data processing, in case that the End User wants to base the lawfulness of the processing on the consent of its Data Subjects, the End User must ensure that the consent which meets all requirements of the applicable laws, especially where the Data Subject is in the European Union and Article 6 (1) (a) GDPR applies, was given by each Data Subject of the End User prior to using the Software. The End User guarantees that consent of each Data Subject of the End User was obtained prior to the processing of personal data.
5.9. It is agreed between the Rightholder and End User that, in case of item 5.8 of this License Agreement, the End User is responsible for proving the existence of effective consent to the processing of personal data, especially according to Article 7 (1) GDPR where Data Subject is in the European Union. The End User guarantees that it is able to and will prove the existence of each Data Subject’s consent at any time upon request by the Rightholder within 5 business days starting with the request of the Rightholder.
5.10. Furthermore, in case of item 5.8 of this License Agreement, the End User is obliged and has the full and sole responsibility to provide each individual Data Subject with all information required by applicable law to obtain consent, especially under Article 13 GDPR (if Data Subject is in the European Union), prior to using the Software. In particular, the End User is obliged to provide each Data Subject in the European Union, or where applicable law requires, with the Rightholder’s Privacy Policy (https://www.kaspersky.com/Products-and-Services-Privacy-Policy) prior to using the Software.
5.11. The End User shall be fully liable in relation to the Rightholder for any damage resulting from a breach of this License Agreement, in particular the End User’s failure to obtain effective consent of Data Subject, where applicable, and/or from a failure to obtain sufficient effective consent and/or from the lack of proof and/or belated proof of effective consent of Data Subject and/or from any other violation of an obligation under this agreement. 
5.12. The End User shall indemnify the Rightholder in relation to third parties from the claims arising from the failure of End User to fulfill obligations under Section 5 “Conditions regarding Data Processing” which third parties, especially the supervisory data protection authorities, assert against the Rightholder.

6. Limitations
6.1. You shall not emulate, clone, rent, lend, lease, sell, modify, decompile, or reverse engineer the Software or disassemble or create derivative works based on the Software or any portion thereof with the sole exception of a non-waivable right granted to You by applicable legislation, and you shall not otherwise reduce any part of the Software to human readable form or transfer the licensed Software, or any subset of the licensed Software, nor permit any third party to do so, except to the extent the foregoing restriction is expressly prohibited by applicable law. Neither Software's binary code nor source code may be used or reverse engineered to re-create the program algorithm, which is proprietary. All rights not expressly granted herein are reserved by Rightholder and/or its suppliers, as applicable. Any such unauthorized use of the Software shall result in immediate and automatic termination of this Agreement and the License granted hereunder and may result in criminal and/or civil prosecution against You.
6.2. You shall not transfer the rights to use the Software to any third party.
6.3. You shall not rent, lease or lend the Software to any third party.
6.4. You shall not use the Software in the creation of data or software used for detection, blocking or treating threats described in the User Manual.
6.5. Violation of the intellectual rights to the Software shall result in civil, administrative or criminal liability in accordance with the law.

7. Limited Warranty and Disclaimer
7.1. THE SOFTWARE IS PROVIDED "AS IS" AND AO KASPERSKY LAB MAKES NO REPRESENTATION AND GIVES NO WARRANTY AS TO ITS USE OR PERFORMANCE. EXCEPT FOR ANY WARRANTY, CONDITION, REPRESENTATION OR TERM THE EXTENT TO WHICH CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW AO KASPERSKY LAB AND ITS PARTNERS MAKE NO WARRANTY, CONDITION, REPRESENTATION, OR TERM (EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE) AS TO ANY MATTER INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, SATISFACTORY QUALITY, INTEGRATION, OR APPLICABILITY FOR A PARTICULAR PURPOSE. YOU ASSUME ALL FAULTS, AND THE ENTIRE RISK AS TO PERFORMANCE AND RESPONSIBILITY FOR SELECTING THE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM THE SOFTWARE. WITHOUT LIMITING THE FOREGOING PROVISIONS, AO KASPERSKY LAB MAKES NO REPRESENTATION AND GIVES NO WARRANTY THAT THE SOFTWARE WILL BE ERROR-FREE OR FREE FROM INTERRUPTIONS OR OTHER FAILURES OR THAT THE SOFTWARE WILL MEET ANY OR ALL YOUR REQUIREMENTS WHETHER OR NOT DISCLOSED TO THE RIGHTHOLDER.

8. Exclusion and Limitation of Liability
8.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE RIGHTHOLDER OR ITS PARTNERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR LOSS OF PRIVACY, FOR CORRUPTION, DAMAGE AND LOSS OF DATA OR PROGRAMS, FOR FAILURE TO MEET ANY DUTY INCLUDING ANY STATUTORY DUTY, DUTY OF GOOD FAITH OR DUTY OF REASONABLE CARE, FOR NEGLIGENCE, FOR ECONOMIC LOSS, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SOFTWARE, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATON, SOFTWARE, AND RELATED CONTENT THROUGH THE SOFTWARE OR OTHERWISE ARISING OUT OF THE USE OF THE SOFTWARE, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS AGREEMENT, OR ARISING OUT OF ANY BREACH OF CONTRACT OR ANY TORT (INCLUDING NEGLIGENCE, MISREPRESENTATION, ANY STRICT LIABILITY OBLIGATION OR DUTY), OR ANY BREACH OF STATUTORY DUTY, OR ANY BREACH OF WARRANTY OF THE RIGHTHOLDER AND/OR ANY OF ITS PARTNERS, EVEN IF THE RIGHTHOLDER AND/OR ANY PARTNER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOU AGREE THAT IN THE EVENT THE RIGHTHOLDER AND/OR ITS PARTNERS ARE FOUND LIABILE, THE LIABILITY OF THE RIGHTHOLDER AND/OR ITS PARTNERS SHALL BE LIMITED BY THE COSTS OF THE SOFTWARE. IN NO CASE SHALL THE LIABILITY OF THE RIGHTHOLDER AND/OR ITS PARTNERS EXCEED THE FEES PAID FOR THE SOFTWARE TO THE RIGHTHOLDER OR THE PARTNER (AS MAY BE APPLICABLE).

NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS ANY CLAIM FOR DEATH AND PERSONAL INJURY. FURTHER IN THE EVENT ANY DISCLAIMER, EXCLUSION OR LIMITATION IN THIS AGREEMENT CANNOT BE EXLUDED OR LIMITED ACCORDING TO APPLICABLE LAW THEN ONLY SUCH DISCLAIMER, EXCLUSION OR LIMITATION SHALL NOT APPLY TO YOU AND YOU CONTINUE TO BE BOUND BY ALL THE REMAINING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS.

9. GNU and Other Third-Party Licenses
9.1. The Software may include some software programs that are licensed (or sublicensed) to the user under the GNU General Public License (GPL) or other similar free software licenses which, among other rights, permit the user to copy, modify and redistribute certain programs, or portions thereof, and have access to the source code "Open-Source Software"). If such licenses require that for any software, which is distributed to someone in an executable binary format, that the source code also be made available to those users, then the source code should be made available by sending the request to source@kaspersky.com or the source code is supplied with the Software. If any Open-Source Software licenses require that the Rightholder provide rights to use, copy or modify an Open-Source Software program that are broader than the rights granted in this Agreement, then such rights shall take precedence over the rights and restrictions herein.

10. Intellectual Property Ownership
10.1. You agree that the Software and the authorship, systems, ideas, methods of operation, documentation and other information contained in the Software, are proprietary intellectual property and/or the valuable trade secrets of the Rightholder or its partners and that the Rightholder and its partners, as applicable, are protected by civil and criminal law, and by the law of copyright, trade secret, trademark and patent of the Russian Federation, European Union and the United States of America, as well as other countries and international treaties. This Agreement does not grant to You any rights to the intellectual property including any trademarks or service marks of the Rightholder and/or its partners ("Trademarks"). You may use the Trademarks only insofar as to identify printed output produced by the Software in accordance with accepted trademark practice, including identification of the Trademark owner's name. Such use of any Trademark does not give you any rights of ownership in that Trademark. The Rightholder and/or its partners own and retain all right, title, and interest in and to the Software, including without limitation any error corrections, enhancements, Updates or other modifications to the Software, whether made by the Rightholder or any third party, and all copyrights, patents, trade secret rights, trademarks, and other intellectual property rights therein. Your possession, installation or use of the Software does not transfer to you any title to the intellectual property in the Software, and you will not acquire any rights to the Software except as expressly set forth in this Agreement. All copies of the Software made hereunder must contain the same proprietary notices that appear on and in the Software. Except as stated herein, this Agreement does not grant you any intellectual property rights in the Software and you acknowledge that the License granted under this Agreement only provides you with a right of limited use under the terms and conditions of this Agreement. Rightholder reserves all rights not expressly granted to you in this Agreement.
10.2. You acknowledge that the source code is proprietary to the Rightholder and constitutes trade secrets of the Rightholder. You agree not to modify, adapt, translate, reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Software in any way.
10.3. You agree not to modify or alter the Software in any way. You may not remove or alter any copyright notices or other proprietary notices on any copies of the Software.

11. Governing Law; Arbitration
11.1. This Agreement will be governed by and construed in accordance with the laws of the Russian Federation without reference to conflicts of law rules and principles. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
If you are an individual, this does not impair your rights according to the consumer protection of the country in which you are resident.
Any dispute arising out of the interpretation or application of the terms of this Agreement or any breach thereof shall, unless it is settled by direct negotiation, be settled by in the International Commercial Arbitration Court at the Russian Federation Chamber of Commerce and Industry in Moscow, the Russian Federation. Any award rendered by the arbitrator shall be final and binding on the parties and any judgment on such arbitration award may be enforced in any court of competent jurisdiction. Nothing in this Section 11 shall prevent a Party from seeking or obtaining equitable relief from a court of competent jurisdiction, whether before, during or after arbitration proceedings.

12. Period for Bringing Actions 
12.1. No action, regardless of form, arising out of the transactions under this Agreement, may be brought by either party hereto more than one (1) year after the cause of action has occurred, or was discovered to have occurred, except that an action for infringement of intellectual property rights may be brought within the maximum applicable statutory period.

13. Entire Agreement; Severability; No Waiver
13.1. This Agreement is the entire agreement between you and Rightholder and supersedes any other prior agreements, proposals, communications or advertising, oral or written, with respect to the Software or to subject matter of this Agreement. You acknowledge that you have read this Agreement, understand it and agree to be bound by its terms.
13.2. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, void, or unenforceable for any reason, in whole or in part, such provision will be more narrowly construed so that it becomes legal and enforceable, and the entire Agreement will not fail on account thereof and the balance of the Agreement will continue in full force and effect to the maximum extent permitted by law or equity while preserving, to the fullest extent possible, its original intent.
13.3. No waiver of any provision or condition herein shall be valid unless in writing and signed by you and an authorized representative of Rightholder provided that no waiver of any breach of any provisions of this Agreement will constitute a waiver of any prior, concurrent or subsequent breach. Rightholder's failure to insist upon or enforce strict performance of any provision of this Agreement or any right shall not be construed as a waiver of any such provision or right. 

14. Rightholder Contact Information

Should you have any questions concerning this Agreement, or if you desire to contact the Rightholder for any reason, please contact our Customer Service Department at:

AO Kaspersky Lab, 39A/3, Leningradskoe Shosse
Moscow, 125212
Russian Federation
E-mail: info@kaspersky.com
Web site: https://www.kaspersky.com/

© 2020 AO Kaspersky Lab