This End User License Agreement, together with any specific terms, schedules or other documents that attach to or reference this End User License Agreement, (“Agreement” or “EULA”) constitutes a legal agreement between you as the individual, the company, or the legal entity (“You” or “Customer”) and Blendata Company Limited (“Blendata” or “We”) that governs the provision of Blendata Software and/or the Professional Services to You. By installing, accessing, using or otherwise interacting with Blendata Software or Documentation, delivering or receiving Professional Services, You agree to be bound by the terms and conditions of this Agreement. Please read this Agreement carefully. If You do not agree with the terms and conditions of this Agreement, do not install, access, use or otherwise interact with the Blendata Software, Documentation or Professional Services. This EULA shall supersede any conflicting or contrary terms and conditions of any Order (as hereinafter defined) and any other communication regarding the same.
1. DEFINITIONS
1.1 Unless otherwise explicitly provided herein the following terms used herein shall have the meaning as ascribed to them as follows:
“Affiliate” means in relation to any Person any other Person that directly or indirectly (a) is Controlled by the first-mentioned Person; (b) Controls the first-mentioned Person; or (c) is under the common Control of the first-mentioned Person;
“Authorized Source” means Blendata, Blendata authorized reseller, Blendata authorized cloud service provider and/or Blendata partner as may be appointed by Blendata from time to time;
“Business Day” means a day other than Saturday, Sunday or public holidays in Thailand on which banks are open for normal business;
“Control” means the possession directly or indirectly of power to direct or cause the direction of management or policies (whether through ownership of securities or otherwise);
“Documentation” means Blendata’s published technical manuals and specifications that accompany Blendata Software;
“Blendata Marks” means Blendata’s trademarks, service marks, logos, designations and insignias;
“Blendata Software” means Blendata software or products made available or licensed to You, together with all Maintenance Releases and associated Documentation released by Blendata but not include beta, pre-release or other special release products all of which are specifically excluded from the definition of Blendata Software;
“Intellectual Property Rights” means rights of any description in Thailand or any other countries (whether registered or registrable or not) and applications and rights to apply for registration in and to patents, trademark and service marks and all goodwill associated therewith, registered designs, design rights, copyright, trade names, business names, brand names, logos, domain names, websites, lists and particulars of customers and suppliers, marketing methods and procedures and advertising copy and price lists, inventions, discoveries, processes, techniques, recipes, trade secrets, know-how and confidential information and all similar and/or equivalent rights, including all rights under any agreements to use any of the above, licenses and permissions relating thereto and pending applications for registration or recording thereof;
“Internal Use” means use for your internal business operations only including use by your clients, provided that such clients access the software solely in connection with your business operations. External parties (e.g., your clients) are not permitted to use Blendata Software for their own independent purposes, and access should remain under your control and supervision;
“License Term” means the period in which Customer is authorized to utilize Blendata Software. Each License Term shall be specified on the applicable Order;
“Maintenance Releases” means new releases of the Blendata Software which may include temporary fixes, corrections, patches or new version of Blendata Software (for example on a new platform) as Blendata determines from time to time;
“Order” means the transaction through which You acquire Blendata Software and/or Professional Service from an Authorized Source, including through buying and ordering documents, signing an agreement, document, or statement of work, or transacting through an online ordering tool or marketplace. All Order shall be subject to the terms and conditions of this EULA;
“Person” means an individual, partnership, firm, association, company, corporation or enterprise;
“Professional Service” means any consulting, supporting, migration, implementation, training, or similar professional services related to or in connection with the provision of Blendata Software; and
“Territory” means the geographic area where Customer is authorized to deploy Blendata Software as indicated in an applicable Order;
2. LICENSE
2.1 Subject to Customer’s compliance with the Agreement, Blendata grants Customer, during the License Term, a non-exclusive, non-transferable, non-sublicensable and limited rights to (i) install and use Blendata Software solely for Customer’s Internal Use within Territory; and (ii) use Documentation solely for the purpose of supporting Customer’s use of Blendata Software, in accordance with the Order and the terms and conditions of this Agreement.
2.2 Subject to Blendata’s prior written consent on a case by case basis and for a period as identified in the Order, Customer may be granted a limited, revocable, non-exclusive, non-transferable, non-sublicensable and limited rights to use Blendata Software for a trial, evaluation, or other purposes in accordance with the terms specified in this Clause 2.2 and the Documentation (“Free License”). Blendata may, at its sole discretion, revoke Free License granted to Customer at any time and without any liability to Customer. Upon the end of Free License period, if Customer continues to access or use Blendata Software, Customer will pay any applicable fees charged by your Authorized Source. Notwithstanding anything herein to the contrary, Customer agrees and acknowledge that Free License granted to Customer is subject to Customer’s fully compliance with the following conditions;
a) Free License may not be used, for Customer or any other third party, in a live production environment or used for development or commercial purposes unless agreed otherwise by Blendata on a case by case basis;
b) Customer’s use of the Free License is subject to the terms and conditions of this Agreement and Documentation; and
c) Free License is provided “AS IS” without any Maintenance Release or support and is not covered by warranty, service level commitment or indemnity and Blendata disclaims all liability and warranties, express or implied, including, but not limited to, the warranties of merchantability, satisfactory quality, and fitness for a particular purpose, in connection with the use of this Free License.
3. RESTRICTION
3.1 Unless expressly permitted in writing by Blendata, Customer will not, and will not permit or authorize third parties to: (i) copy, reproduce, modify, translate, enhance, decompile, decrypt, disassemble, reverse engineer, create derivative works of Blendata Software, or merge Blendata Software into another program; (ii) sell, transfer, rent, lease, lend, distribute or sublicense, whole or part of Blendata Software to any third party; (iii) circumvent or disable any security or technological features or measures in Blendata Software; (iv) remove, change, or conceal any identification, copyright, proprietary, intellectual property notices or other marks of Blendata Software or Documentation; nor (v) use Blendata Software or Blendata’s Intellectual Property Rights in order to build a competitive product or service, for competitive analysis, or to copy any ideas, features, functions, or graphics of Blendata Software.
3.2 You further agree that (i) your access or use of Blendata Software and/or Documentation will not violate applicable laws or the rights of any third party; (ii) you will not copy or use any part of Blendata Software and/or Documentation beyond the scope of this Agreement; (iii) you will not provide to third parties, or allow third parties to use the whole or part of Blendata Software without obtaining Blendata’s prior written consent; (iv) you will not use Blendata Software in a deceptive way or for deceptive purposes; and (v) you will not use Blendata Software and/or Documentation to perform other improper or illegal acts.
3.3 Notwithstanding anything herein to the contrary and without prejudice to any other rights Blendata may have under applicable laws or this Agreement, You agrees that (i) Blendata may, at its sole discretion, suspend your access to or use of Blendata Software or Professional Services if it reasonably believes that You have breached or will breach Clause 2 (License) or Clause 3 (Restriction) of this Agreement; and (ii) You shall be liable and responsible for compliance with this Agreement by its employees, officers and/or agents.
4. ORDER AND DELIVERY
4.1 Notwithstanding anything herein to the contrary, Customer agrees and acknowledges that Order placed by Customer and accepted by Authorized Source, is non-cancellable and non-modifiable.
4.2 Unless agreed otherwise in writing between Authorized Source and Customer, Blendata Software shall be deemed to be completely delivered when a license key is made available to Customer. Risk of loss in Blendata Software shall pass to Customer upon delivery.
5. FEES AND PAYMENT TERMS
5.1 Customer will pay its Authorized Source all amounts due under the Order for the provision of Blendata Software and/or Professional Service in accordance with the payment terms specified in the Order between Customer and its Authorized Source.
5.2 Notwithstanding anything herein to the contrary, if Customer is ordering Blendata Software and/or Professional Service directly with Blendata, the following provisions shall apply:
a) Customer agrees to pay the fees, charges, and other amounts at the times and in the manner specified in the Order. If not otherwise specified in the Order, payment is due within thirty (30) days of the applicable invoice date;
b) All fees are nonrefundable, unless otherwise stated herein;
c) Any amounts payable by Customer under the Order which remain unpaid after the due date shall be subject to the payment of interest in an amount equal to one point two five (1.25%) per month, accruing from the due date until the amounts due and payable hereunder are paid to Blendata in full;
d) Without prejudice to any other rights Blendata may have under this Agreement or applicable law, if Customer fails to rectify any late payment within 30 days upon receipt of Blendata’s notice, Blendata may, at its sole option, pursue any or all of the following remedies; (a) declare all unpaid fees including interest, immediately due; (b) suspend or cancel Customer’s license granted by Blendata pursuant to Clause 2 of this Agreement; and/or (c) terminate this Agreement and/or respective Order. Customer shall be liable for all expenses incurred for collection of past due amounts, including legal or attorneys’ fees; and
e) All amounts and/or fees payable to the Blendata as specified in the respective invoice (i) are exclusive of value added tax, sale tax or any taxes, delivery charges, shipping, packaging, insurance and/or any fees or charges which will be invoiced in addition to the fees and (ii) shall not be subject to any set-off, withholding or deduction except for withholding of any taxes as required by applicable laws subject to the application of any reduced rate allowed in an income tax treaty or otherwise and the provision of a withholding tax certificate to Blendata, within Thirty (30) days after such deduction or withholding.
6. OWNERSHIP
6.1 Notwithstanding any other provision herein to the contrary, Blendata or applicable third-party licensor (if any) shall retain all rights (including Intellectual Property Rights), title and interest in and to Blendata Software, Documentation, and any improved, updated, modified and/or additional parts thereof (regardless of whether such improvements, updates, upgrades, modifications and/or additional parts were made and/or developed pursuant to the request and/or specifications of Customer, and irrespective of any support and/or assistance Blendata may, will or had received from Customer, or any third party on its behalf, with respect thereto), and any other Blendata materials or information provided or made available in connection with this Agreement, as well as all suggestions, ideas and feedback Customer proposes regarding the foregoing. Customer hereby assigns any right, title and interest in and to any such suggestions, ideas or feedback to Blendata.
6.2 No rights (including Intellectual Property Rights), title and interest associated with or residing in Blendata Software, Documentation, Blendata Marks or any Confidential Information and/or data furnished by Blendata are transferred or granted to Customer under this Agreement except the revocable, non-exclusive, non-transferable, non-sublicensable and limited right to use only for the purposes herein set forth and upon termination of this Agreement for any reason, such authorization will cease. Any right not expressly granted to the Customer in this Agreement, is hereby reserved by Blendata.
7. PROFESSIONAL SERVICE
7.1 Unless otherwise provided in the Order, You are responsible for installing and configuring Blendata Software. Authorized Source may provide You with certain Professional Service, such as installation, implementation, configuration, consulting, supporting and training, if and as specified in the Order executed by You and relevant Authorized Source.
7.2 Except as agreed otherwise by Authorized Source, fees for Professional Service will be invoiced in accordance with Clause 5 of this Agreement.
7.2 If Professional Service is provided by Blendata, You will have a non-exclusive, non-transferable license to use any deliverables or other work product developed by Blendata in the performance of Professional Service which are delivered to you, upon your payment in full of all amounts due for such deliverables or work product. All rights (including Intellectual Property Rights), title and interest in and to all deliverables and work product compiled or developed by Blendata in the performance of Professional Service, shall be vested in Blendata.
8. WARRANTY AND DISCLAIMER
8.1 UNLESS AGREED OTHERWISE IN WRITING BY AUTHORIZED SOURCE ON A CASE BY CASE BASIS AND TO THE EXTENT PERMITTED BY LAW, BLENDATA SOFTWARE AND PROFESSIONAL SERVICE ARE PROVIDED ON AN “AS IS” AND CURRENT VERSION BASIS WITH NO EXPRESS OR IMPLIED WARRANTIES INCLUDING WITHOUT LIMITATION NO WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND ANY DUTY OF WORKMANLIKE CONDUCT OR LACK OF NEGLIGENCE. BLENDATA PROVIDES NO WARRANTY THAT BLENDATA SOFTWARE WILL OPERATE WITHOUT FAULTS, FAILURES OR INTERRUPTION OR ANY FUTURE VERSION OF BLENDATA SOFTWARE WILL BE COMPATIBLE WITH ITS PAST VERSIONS. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY BLENDATA OR OTHER AUTHORIZED SOURCE, SHALL CREATE ANY WARRANTY IN ADDITION TO, OR IN ANY WAY INCREASE THE SCOPE OF, THIS WARRANTY. YOU HEREBY WAIVES AND RELEASES ALL CLAIMS OF ANY NATURE AND FORM AGAINST BLENDATA IN RELATION TO BLENDATA SOFTWARE OR PROFESSIONAL SERVICE.
9. INDEMNIFICATION AND LIMITATION OF LIABILITY
9.1 To the full extent permitted by applicable law, Customer shall indemnify, defend and hold Blendata, and its officers, directors, employees, members, agents and Affiliates harmless from and against any and all costs, liabilities, losses and expenses, including, but not limited to, reasonable attorneys’ fees resulting from or arising out of any claim, suit, action, arbitration or proceeding brought by a third party against Blendata relating to: (a) use of Blendata Software and/or Documentation by Customer in violation of applicable law; (b) Customer’s breach or alleged breach of any of its representations, warranties, covenants or obligations hereunder; (b) Customer’s infringement or misappropriation of any Blendata Intellectual Property Rights; or (c) any negligence or willful misconduct by Customer.
9.2 NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, EXCEPT FOR CUSTOMER’S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS, WILLFUL MISCONDUCT, AND CUSTOMER’S MISAPPROPRIATION OR OTHERWISE VIOLATION OF BLENDATA’S INTELLECTUAL PROPERTY RIGHTS (INCLUDING BREACH OF CLAUSE 2); IN NO EVENT SHALL EITHER PARTY, ITS AFFILIATES OR LICENSORS BE LIABLE TO THE OTHER PARTY FOR ANY INCIDENTAL, INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE, EXEMPLARY OR SIMILAR DAMAGES OR LOST PROFITS (INCLUDING WITHOUT LIMITATION, DAMAGES FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF BUSINESS, REVENUE, CONTRACTS, DATA, GOODWILL OR REPUTATION, BUSINESS INTERRUPTION AND THE LIKE) OF ANY KIND, WHETHER FORESEEABLE OR UNFORESEEABLE, ARISING DIRECTLY OR INDIRECTLY, OUT OF, OR IN CONNECTION WITH, THIS AGREEMENT, THE USE OR INABILITY TO USE BLENDATA SOFTWARE OR FAILURE OF BLENDATA SOFTWARE, WHETHER ARISING OUT OF CONTRACT, TORT (INCLUDING NEGLIGENCE) STRICT LIABILITY OR OTHERWISE, AND EVEN IF SAID PARTY, ITS AFFILIATES OR LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH LOSSES OR DAMAGEES.
9.3 TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BLENDATA (INCLUDING ITS AFFILIATES OR LICENSORS) BE LIABLE IN ANY MANNER WHATSOEVER TO CUSTOMER AND/OR ANY THIRD PARTY FOR ANY DAMAGES, LOSSES, COSTS (INCLUDING LEGAL COSTS), EXPENSES, LIABILITIES OF ANY KIND OR OTHER CONSEQUENCES OF WHATSOEVER NATURE AND HOWSOEVER CAUSED INCLUDING WITHOUT LIMITATION, ANY DIRECT, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR OPPORTUNITY LOSSES, OR ECONOMIC LOSSES, OR PROFIT LOSSES SUFFERED OR INCURRED DIRECTLY OR INDIRECTLY BY CUSTOMER AND/OR ANY THIRD PARTY (WHETHER OR NOT BLENDATA HAS BEEN INFORMED OF SUCH POSSIBILITIES) ARISING FROM OR IN CONNECTION WITH THIS AGREEMENT.
10. CONFIDENTIALITY AND DATA PROTECTION
10.1 Subject to Clause 10.2, the Parties shall and shall cause its directors, employees and staffs to retain in confidence all information and know-how transmitted by the disclosing Party (the “Disclosing Party”) to the receiving Party (the “Receiving Party”) that is designated as proprietary and/or confidential or that by the nature of the circumstances surrounding the disclosure ought in good faith to be treated as proprietary and/or confidential including without limitation financial information, data, customer lists, price list, Order, market plan, investment plan, source code, object code, software (the “Confidential Information”) and will make no use of such Confidential Information except for direct purpose of this Agreement during the existence of this Agreement. This confidentiality provision shall survive termination of this Agreement and remain valid and applicable after such termination.
10.2 The restrictions on the use or disclosure of the Confidentiality Information shall not apply to any Confidentiality Information:
a) which is lawfully received free of restriction from another source having the legal right to so furnish such Confidentiality Information; or
b) after it has become generally available to the public from either Party or without breach of this Agreement by the Receiving Party or its Affiliates; or
c) which at the time of disclosure to the Receiving Party was known to the Receiving Party or its Affiliates free of restriction as evidenced by documentation in the Receiving Party’s possession; or
d) is disclosed pursuant to law, judicial order from a Court of competent jurisdiction or governmental authorities. In the event that the Receiving Party becomes legally compelled to disclose any of the Confidentiality Information, the Receiving Party will provide the Disclosing Party with prompt notice thereof so that the Disclosing Party may seek a protective order or other appropriate remedy and/or waive compliance with the provisions of this Agreement. In the event that such protective order is not obtained, the Receiving Party will furnish only that portion of the Confidentiality Information which is legally required and will exercise reasonable efforts to obtain a protective order or other reliable assurance that confidential treatment will be accorded the Confidentiality Information.
10.3 All Confidentiality Information shall remain the exclusive property of the Disclosing Party and shall be returned promptly upon written request by the Disclosing Party or upon the Receiving Party’s determination that it no longer has a need for such Confidentiality Information.
10.4 The Receiving Party shall exercise a reasonable degree of care which is at least as great as the care the Receiving Party normally takes to preserve its own proprietary information of a similar nature. In the event of an unauthorized disclosure or use of Confidentiality Information occurring through a disclosure made by the Receiving Party, the Receiving Party shall use all reasonable endeavours to assist the Disclosing Party in recovering and preventing the use, dissemination, sale or other disposal of such Confidentiality Information.
10.5 Each party shall comply with all applicable laws and regulations in relation to data protection or privacy to the extent that such laws apply to them in connection with this Agreement and/or the Order.
10.6 Customer represents and warrants that all necessary and appropriate consents and all notices are in place to enable the lawful transfer of personal data to Blendata and to enable Blendata to lawfully collect, use, disclose and transfer the personal data for the purpose of performance and provision of Blendata Software and/or Professional Service under this Agreement.
10.7 Notwithstanding any other provision of this Agreement, both parties acknowledge that any breach of this confidentiality obligations may cause the other party irreparable and immediate damage for which remedies other than injunctive relief may be inadequate. Therefore, the parties agree that, in addition to any other remedy to which a party may be entitled hereunder, at law or equity, each party shall be entitled to seek an injunction to restrain such use in addition to other appropriate remedies available under applicable law.
11. COMPLIANCE WITH LAWS
11.1 Customer agrees to fully comply with all applicable import, export control and sanctions laws, regulations, orders and requirements, as they may be amended from time to time, including without limitation those of the United States, the European Union, Thailand and the jurisdictions from which Blendata Software and/or Documentation may be supplied or used, and the requirements of any licenses, authorizations, general licenses or license exceptions relating thereto. In no event shall Customer use, transfer, release, export or re-export any such hardware, software or technology in violation of such applicable laws, regulations, orders or requirements or the requirements of any licenses, authorizations or license exceptions relating thereto.
11.2 Customer agrees that it shall not engage in any activity that would expose Blendata or any of its Affiliates to a risk of penalties under laws and regulations of any relevant jurisdiction prohibiting improper payments, including but not limited to bribes, to officials of any government or of any agency, instrumentality or political subdivision thereof, to political parties or political party officials or candidates for public office, or to any employee of any customer or supplier. Customer agrees to comply with all appropriate legal, ethical and compliance requirements.
12. TERM AND TERMINATION
12.1 Unless specified otherwise in the Order, Blendata Software is available on a term basis (“License Term”). The duration of License Term and/or the period of provision of Professional Service shall be as specified in the Order.
12.2 This Agreement or the Order may be terminated: (i) by either party if the other party is adjudicated as bankrupt, or if a petition in bankruptcy is filed against the other party and such petition is not discharged within sixty days of such filing; or (ii) by either party if the other party materially breaches this Agreement or the Order and fails to cure such breach to such party’s reasonable satisfaction within thirty (30) days following receipt of written notice thereof.
12.3 Upon the end of License Term and/or any expiration or termination of this Agreement or the Order, for whatever reasons;
a) the license granted to Customer under Clause 2 of this Agreement shall be ceased and Customer shall immediately (i) cease using Blendata Software, Documentation, Blendata Marks and related Confidential Information of Blendata, and (ii) return or deliver to Blendata a written certification signed by an authorized person(s) of Customer within thirty (30) days after expiration or termination that Customer has destroyed all materials, Documentation and/or related Confidential Information of Blendata, and all copies thereof, whether or not modified or merged into other materials; and
b) Customer shall immediately and fully settle all of its outstanding obligations and/or liabilities to Blendata and any third party in relation to this Agreement and/or the Order.
12.4 Blendata may terminate this Agreement or the Order immediately upon written notice if continued provision of Blendata Software and/or Professional Service will result in a violation of Clause 11 (Compliance with Laws).
12.5 The provision of Clauses 5, 6, 9, 10, 12 and 15 (General provisions) as well as any provisions which by their nature are intended to survive termination or expiration of this Agreement, shall survive the expiration or termination of this Agreement.
13. FORCE MAJEURE
Neither Party will be responsible for any failure or delay in its performance under this Agreement or the Order (except for any payment obligations) due to an event, or a series of related events, that is outside the reasonable control of the party affected (which may include failures of the internet or any public telecommunications network, hacker attacks, denial of service attacks, virus or other malicious software attacks or infections, power failures, industrial disputes affecting any third party, changes to the law, disasters, epidemics, pandemics, explosions, fires, floods, riots, terrorist attacks and wars).
14. GOVERNING LAW AND DISPUTE RESOLUTION
14.1 The laws of Thailand shall govern this Agreement and applicable Order without regard to conflict of law principles.
14.2 Any dispute, controversy or claim arising out of, relating to or in connection with the Agreement, and/or the Order, including any question regarding its existence, validity or termination, shall be resolved by court of Thailand.
14.3 The United Nations Convention on Contracts for the International Sale of Goods will not apply.
15. MISCELLANEOUS
15.1 Customer shall not assign any of its rights or obligations under the Agreement and/or any Order without Blendata’s prior written consent. Blendata may delegate, assign, sell, novate or subcontract in part or in whole its obligations and rights (including receivables) under this Agreement and/or any Order to any of its Affiliates or any third party without the prior consent of Customer and Customer agrees to support or cooperate with Blendata in respect of such assignment, including providing relevant information, executing documents and making payments to accounts or third parties as notified by Blendata.
15.2 All notices, demands and other communications required or permitted by the terms hereof to be given to any Party shall be in writing, and shall be given by personal delivery, mail, email or facsimile transmission to the address (or email address or facsimile numbers) of such Party as indicated in the Order or at such other address (or email address or facsimile number) as such Party shall designate by notice to the other Party. Any such notice, demand or communication shall be deemed effective either: (a) 5 (Five) Business Days after being sent by courier or mail certified or registered with appropriate postage prepaid and return receipt requested or (b) when received and acknowledged if delivered by hand or courier that provides for a signed receipt upon delivery or (c) when sent and evidenced by the transmission report if sent by facsimile or (d) when received if delivered by email with suitable and reliable acknowledgement indicating that the email was sent in its entirety to the recipient address.
15.3 Each Party is an independent contractor. This Agreement and/or any Order does not create any partnership, joint venture, agency or employment relationship between the Parties of any nature. Neither Party is entitled to make any representation or enter into any contract or commitment on behalf of the other.
15.4 Any modification of this Agreement must be set forth in a written instrument signed by a duly authorized representative of Blendata.
15.5 If any provision of the Agreement or the Order is invalid under any statute or rule of law or held by a court of competent jurisdiction to be contrary to law, such provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of this Agreement or the Order shall remain in full force and effect.
15.6 The rights of the Parties contained herein shall not be waived or varied otherwise than by an express waiver or variation in writing and any failure to exercise or delay in exercising any such rights of any Party shall not be construed or deemed as a waiver or variation of that or any other rights contained herein.
15.7 Customer agrees and acknowledges that Blendata is entitled to use Customer’s name and logo for the purpose of identifying Customer as a customer of Blendata products and/or services. Blendata will cease using Customer’s name and logo upon written request.
15.8 Except for the Order placed directly to Blendata, the terms in the Order placed to Authorized Source have precedence over conflicting terms in this Agreement, but have applicability only to that particular Order. Notwithstanding anything herein to the contrary, the terms and condition of this Agreement shall apply to all Order placed to Blendata by Customer and supersede any different or additional terms included in such Order. Any terms that may appear on the Order placed by Customer to Blendata that vary from this Agreement (including without limitation pre-printed terms) shall be deemed null and void.
Release Date: 28 November 2024