Pega 7 Online Evaluation Agreement
This Pega 7 Online Evaluation Agreement is a legal agreement between the individual requesting access to the Online Evaluation listed in the request form (together, "you" and "yours") and Pegasystems Inc. ("Pegasystems"). This Agreement governs your access to and use of Pegasystems' Software through the Online Evaluation described below. You should carefully read these terms and conditions prior to agreeing to them. By clicking below, you acknowledge that you have read the terms and conditions of this Agreement and agree to them.
Terms and Conditions of Pega 7 Online Evaluation Agreement
- The "Acceptable Use Policy" means Pegasystems' acceptable use policy as published at the following link as updated by time to time by Pegasystems: www.pega.com/cloud-aup.
- "Confidential Information" means all non-public information provided by or on behalf of a party to the other party related to the disclosing party's business, including but not limited to Pegasystems' Software and Documentation.
- "Documentation" consists of user manuals for the Software and the Online Evaluation, which are made available on the Pega Discovery Network (Pega PDN) or by on-line help.
- The "Software" consists of Pega 7.
- The "Term" is a period of 30 days from the date of Delivery under Section 7 below.
Scope of Use
- During the Term, at no charge, Pegasystems will make its Software available through Pegasystems' Pega Cloud services for your internal evaluation purposes only (the "Online Evaluation"). You may not use the Online Evaluation for developing an application or for operating any application in production.
- Pegasystems retains all right, title and interest to the Software, the Online Evaluation and any derivatives, modifications and enhancements, including all intellectual property rights. No rights are granted to you other than as expressly set forth in this Agreement.
- At the end of the Term, unless the Term is extended by written agreement of Pegasystems, all rights and access to the Online Evaluation will terminate and you will immediately cease all use of the Online Evaluation.
- Sections 6, and 8-10 will survive the termination of this Agreement.
- Be responsible for maintaining the confidentiality of your password and user account;
- Use commercially reasonable efforts to prevent unauthorized access to or use of the Online Evaluation, and notify Pegasystems promptly of any such unauthorized access or use;
- Use the Software and Online Evaluation only in accordance with its Documentation and applicable laws and government regulations;
- Not sell, resell, rent, outsource, timeshare or otherwise lease or provide access to the Software or Online Evaluation to any third party;
- Not introduce any sensitive, confidential or proprietary information, such as any personally identifiable information, into the Online Evaluation; and
- Comply with the Acceptable Use Policy.
Suspension of Service
- You acknowledge that your access to and use of the Online Evaluation may be suspended without notice on account of any unanticipated or unscheduled downtime for any reason, including as a result of power outages, system failures or other interruptions outside of Pegasystems’ reasonable control, or due to a scheduled service suspension.
- Pegasystems will have no liability for any damage, liability, or other losses that you may incur as a result of any suspension of access to the Online Evaluation pursuant to the preceding section.
- Each party agrees that any Confidential Information it receives from the other is the exclusive proprietary property of the disclosing party or its licensors and may include trade secrets and other highly confidential information. For the sake of clarification, apart from your user name and password, no data introduced into the Online Evaluation by you shall be considered confidential.
- Each party agrees to receive and hold any Confidential Information supplied by the other party in confidence and agrees:
- not to disclose or publish any such Confidential Information to third parties;
- not to use any such Confidential Information except for those purposes specifically authorized by the disclosing party; and
- to restrict access to such Confidential Information to those of its officers, directors, agents and employees who have a need to know, have been advised of the confidential nature of the Confidential Information, and who are under obligations of confidentiality to the receiving party.
- The above confidentiality provisions will not apply to information that:
- is in the public domain at the time of its disclosure;
- is disclosed to a third party who is under no obligation to maintain the confidentiality of the information with the prior written consent of the disclosing party;
- becomes known to the receiving party from a source other than the disclosing party, provided such source is legally entitled to have and disclose the information;
- is independently developed by a receiving party without use of the Confidential Information of the disclosing party, as demonstrated by written records of such receiving party; or
- is required to be disclosed by a court or regulatory authority or because of laws, rules or regulations.
Pegasystems will provide a link which will allow you to access and use the Online Evaluation. If you are not already registered on https://pdn.pega.com, you will receive a link to register on pdn.pega.com and will then receive the link to access and use the Online Evaluation. During the Term of the Online Evaluation, you will not be entitled to take possession of the Software used as part of the Online Evaluation.
Warranties and Disclaimers
PEGASYSTEMS MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
Limitation of Liability
In no event will Pegasystems be liable for any consequential, special, indirect, or punitive damages of any nature. In no event will Pegasystems be liable to you for direct damages in the aggregate for any amounts in excess of $5,000.
- No failure of either party to exercise any power or right granted under this Agreement, to insist upon strict compliance with any obligation under this Agreement, and no custom or practice of the parties with regard to the terms and performance of this Agreement shall constitute a waiver of the rights of such party to demand full and exact compliance with the terms of the Agreement.
- This Agreement shall be governed by the laws of the Commonwealth of Massachusetts, excluding its conflict of laws provisions.
- This Agreement constitutes the entire understanding of the parties hereto with respect to the Online Evaluation. It shall not be amended or modified except by written instrument duly executed by each of the parties. Any and all previous agreements and understandings between the parties regarding the subject matter of this Agreement, whether written or oral, are superseded by this Agreement.