COMMUNITIES TERMS OF USE

CyberArk Community Rules of Engagement

These Rules of Engagement (the “Rules”) govern your access and use of the CyberArk Community (the “Community”). By accessing and using the Community, you agree that you are subject to and will comply with the rules set forth below. You must be at least 18 years old to join the Community.

Your Access to the Community

In order to access and use the Community, you must have login credentials (username and password). Login credentials are issued to existing CyberArk customers and partners who have undergone the Community self-registration process. Shared or Group email addresses are not prohibited, and the email address must be your own. You are responsible for maintaining the confidentiality of your login credentials, and you assume all liabilities and responsibilities for any and all activities that occur on your behalf in the Community.

You agree that your first name and last name, and any other information you elect to make public, together with your Community activity, may be publicly displayed on your Community account. You agree Community forums may be made publicly available both within and outside of the Community, along with any comments you post to such forums. You may manage your Community account display settings to define your public account name and the level of visibility of such account name. Your access to and use of the Community, including any personal data you submit to us, is subject to CyberArk’s Privacy Policy, available at https://www.cyberark.com/privacy-policy/.

If CyberArk, in its sole discretion, determines that you have acted inappropriately and/or not in accordance with these Rules, CyberArk reserves the right to take down content, terminate or suspend your access to any and all parts of the Community.

You hereby expressly acknowledge, agree, and consent that CyberArk  may collect and use personal information, technical data, and related information, (including without limitation, your name, your IP address, company name (if any), addresses (including e-mail address) and phone number) as well as technical information relating to your device, system, and CyberArk Product that is gathered periodically to facilitate the provision of software updates, product support, marketing efforts, and other services to you related to the CyberArk Products. CyberArk may use this information to provide services or technology to you. If you do not agree, you may not use or access any part of the Community.

Your Use of the Community

By posting content on the Community, you agree to allow anyone with access to the Community (as well as any non-Community members for applicable forums that are publicly accessible) to access and view the content you post, without royalties or restrictions, in whole or in part and for any purpose. CyberArk has no obligation to keep your content confidential and may publish or otherwise publicly disclose your content in any existing or later developed media.

You agree that any discussion you initiate or participate in, or content you post on the Community will be related only to CyberArk products. You agree to use the Community only in accordance with these Rules, for its intended purpose and in compliance with all applicable laws and government regulations.

CyberArk is under no obligation to post or use any content provided by users, and CyberArk may reject, decline to post, or remove any content for any reason or no reason, at any time at its sole discretion.

CyberArk is under no obligation to acknowledge or review the content that you post on the Community or otherwise respond to you in any way regarding your content. CyberArk assumes no responsibility or liability over the substance or sharing of content posted on the Community. If you post a request on the Community, CyberArk may, in its sole discretion, comment on the request by affixing a status to the request. CyberArk is under no obligation to develop, implement, release, or use any requested enhancement or feature, regardless of whether CyberArk affixed a status to such request or not. CyberArk is also under no obligation to fix, patch, remediate, or otherwise address any bugs or other issues with CyberArk products in connection with your use of the portal, regardless of whether such bugs or issues are posted on the Portal by CyberArk or a user.

If you post any content on the Community, you are solely responsible for retaining a back-up copy of such content. CyberArk is not responsible for any alterations, deletions, or loss of any content you post to the Community.

You shall not:

• Post or link to any content that contains false or deceptive language, or unsubstantiated or comparative claims regarding CyberArk and CyberArk’s products.
• Use abusive, obscene, defamatory, or offensive language, images, or links.
• Post content that is or may be considered a security vulnerability or malfunction of CyberArk’s products or that may be exploited by others and cause or may cause harm to CyberArk’s products and/or customers. Any CyberArk security vulnerability must be reported directly to CyberArk by either sending an e-mail or logging a case.
• Post any content on the Community containing promotion, advertisement, commercial referrals, solicitation for goods or services, nor may you spam other users in any manner.
• Disclose on the Community any information which would constitute a violation of any confidentiality obligations you may have.
• Post content if you do not own all the rights to that content, or if another rights holder has not given you permission to do so. You shall not use the Community in a way that infringes on anyone’s rights, including proprietary know-how, trade secrets, or other intellectual property, and you shall not post content that contains photos, software, or other material protected by intellectual property laws, rights of privacy or publicity, or any other applicable law unless you own or have rights to these materials.
• Compile and/or use Community members’ personal information that may appear in the Community.
• Access or attempt to access any other user’s account, or misrepresent or attempt to misrepresent your identity while using the Community.
• Post or link to any codes or computer programs that contain destructive features, such as viruses, worms, or Trojan horses.
• Publicly share or repost any content outside the Community that is accessible only after logging in.

Third-Party Links

The Community may contain links to third-party sites (either provided by CyberArk or by the Community users). Such linked sites are not under CyberArk’s control, and CyberArk is not responsible for, nor endorses, the content of any linked site or any link contained in a linked site. CyberArk reserves the right to remove any links at any time.

Intellectual Property

Your submission and its contents automatically become the property of CyberArk, without any compensation of any kind owed to you. CyberArk may, in its sole discretion, elect to develop and market products, services, or applications that incorporate feature requests that you submit on the Community, and you agree not to make any claims against CyberArk or anyone using a product or service marketed by CyberArk related to the development and offering of such products, services, or applications, whether your feature requests are adopted, not adopted, or adopted but modified in any product, service, or application. The foregoing CyberArk’s rights will remain in force even if you stop using the Community.

Using the Community does not grant you ownership of any intellectual property rights to the content you access and view. You may not use content from the Community unless you obtain permission from CyberArk or its owner, or unless you are otherwise permitted by law.

Privacy and Data Protection

Notwithstanding any provision of these Rules stating that submissions or content become the property of CyberArk, CyberArk does not acquire ownership of any personal data you submit to the Community. CyberArk will process any personal data contained in user submissions solely in accordance with the CyberArk Privacy Policy and applicable data protection laws, including, where relevant, the EU General Data Protection Regulation (GDPR), the UK GDPR, and the California Consumer Privacy Act (CCPA).

To the extent that user submissions contain personal data, CyberArk will treat such data as subject to your rights under applicable law (including rights of access, deletion, restriction, and portability). CyberArk’s ownership claim over user submissions shall apply only to the non-personal content of such submissions (e.g., ideas, feature requests, code snippets, feedback, or other materials) and shall not diminish or override your statutory rights with respect to personal data.

Compliance with Laws; Export.

You will use the Community in compliance with all applicable laws, rules, regulations, and guidelines. You may not post or otherwise share export-controlled materials on the Community, except in compliance with CyberArk’s express written authorization, the applicable EULA, or in relation to CyberArk Products, with Israel and United States laws, the laws of the jurisdiction in which the Products originated or were obtained, and the laws of any country within whose jurisdiction you operate or do business. In particular, but without limitation, the CyberArk Products may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S Treasury Department’s list of Specially Designated Nationals, (c) or the U.S. Department of Commerce Denied Person’s List or Entity List. If you access the Community from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

No Warranty

The Community and content posted on the Community is provided “as-is,” exclusive of any express or implied warranties whatsoever. CYBERARK DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CYBERARK IS NOT RESPONSIBLE FOR USER CONTENT OR THE ACCURACY OF ANY USER CONTENT POSTED. PARTICIPANTS SHALL REMAIN SOLELY RESPONSIBLE FOR THE CONTENT THEY POST. USER CONTENT, INCLUDING WITHOUT LIMITATION ANY CONTENT POSTED BY A CYBERARK EMPLOYEE OR REPRESENTATIVE, DOES NOT REPRESENT THE VIEWS OR OPINIONS OF CYBERARK, AND SUCH CONTENT WILL NOT CREATE ANY OBLIGATION ON THE PART OF CYBERARK.

Limitation of Liability

UNLESS EXPLICITLY STATED OTHERWISE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CYBERARK’S MAXIMUM AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE COMMUNITY OR THESE TERMS OF USE, REGARDLESS OF THE CAUSE OF ACTION AND WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, INDEMNITY, OR ANY OTHER LEGAL THEORY, EXCEED USD $1,000.

IN NO EVENT SHALL CYBERARK BE LIABLE FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, GOODWILL OR BUSINESS, LOSS OR CORRUPTION OF DATA, OR COSTS TO PROCURE SUBTITUTE GOODS OR SERVICES, HOWEVER CAUSED, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION RESULTING FROM USE OF OR UNAVAILABILITY OF THE COMMUNITY OR ARISING OUT OF THE USE OR PERFORMANCE OF THE COMMUNITY, REGARDLESS OF WHETHER CYBERARK OR AN AUTHORIZED CYBERARK REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Indemnity

You agree to indemnify, release, and hold CyberArk, its subsidiaries, affiliates, officers, agents, employees, and subcontractors harmless from any and all liability, claims, actions, loss, harm, damage, injury, cost, or expense arising out of any content you post on the Community.

Modification to the Rules

CyberArk may change these Rules at any time and without notice. By continuing to use or log in to the Community after these Rules have changed, you indicate your agreement to the revised Rules. If you do not agree to the changes, you should stop using or logging in to the Community.

Governing Law

These Terms of Use shall be governed by and construed in accordance with the laws applicable to the CyberArk contracting entity with which you (or your employer or organization) have entered into a binding agreement for the purchase or licensing of CyberArk products or services (“Customer Agreement”). The exclusive jurisdiction and venue for any disputes arising out of or relating to these Terms of Use shall be the courts specified in the applicable Customer Agreement.

Severability

In the event any provision of these Rules is held to be invalid or unenforceable, the remaining provisions of these Rules shall remain in full force and effect.

Relationship of the Parties

Nothing in these Rules shall be construed to create a partnership, joint venture, or agency relationship between the parties. Neither party will have the power to bind the other or to incur obligations on the other’s behalf.

Information and Notices

You agree that CyberArk may send you information and notices regarding the Community or your Community account, by email, by posting notices on the Community, or by other means based on the information you provide to CyberArk.

Entire Agreement

These Rules constitute the complete and exclusive agreement between the parties concerning the Community and supersede all prior or contemporaneous agreements or understandings, written or oral, concerning the subject matter of these Rules. If CyberArk should waive any breach of any provision of these Rules, it shall not be deemed to have waived any preceding or succeeding breach of the same or any other provision hereof.

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CyberArk Marketplace
Terms of Use

The CyberArk Marketplace (the “Marketplace”) is owned and operated by CyberArk Software Ltd., on behalf of itself and its affiliates (“CyberArk” or “we” or “us”). Marketplace is an online marketplace where CyberArk makes Marketplace Products available to its visitors subject to the terms herein.

By accessing and using the Marketplace website, you agree to these CyberArk Marketplace Terms of Use (“Terms of Use”), which represent a binding agreement between you and CyberArk.  By entering into these Terms of Use on behalf of an entity or organization, you represent that you have the legal authority to bind that entity or organization to these Terms of Use, and the terms “you” and “your” will refer to that entity or organization. CyberArk reserves the right to make changes to the Marketplace and to these Terms of Use at any time without notice. Your continued use of the Marketplace and any Marketplace Products downloaded by you will constitute your acceptance of any new or amended Terms of Use.

Definitions:

Certified: means the Marketplace Products that have been tested by CyberArk in accordance with its then-current certification process and are supported by CyberArk and marked as “Certified.”

Community: means the Marketplace Products that have not been tested or validated by CyberArk and are not supported by CyberArk and marked as “Community.”

CyberArk Products: means any of CyberArk’s cloud-based or on-premises software, any related plug-ins, connectors, and all upgrades and updates thereto that may be made available by CyberArk in the Marketplace.

Integrations: means  Publisher’s or CyberArk’s software available in the Marketplace that integrates with certain CyberArk Products or Publisher Offerings.

Marketplace Products: means Integrations, CyberArk Products, and Publisher Offerings available in the Marketplace.

Publishers: means the third parties, which may include some of CyberArk’s partners or customers, that make available and license the Publisher products to You on the Marketplace.

Publisher Offerings:  means Publisher’s products or services (or information thereof) available in the Marketplace.

Publisher Products: means the Publisher’s Integrations and the Publisher Offerings available in the Marketplace.

Trusted: means the Marketplace Products that have been reviewed by CyberArk in accordance with its then-current process, but are not supported by CyberArk and marked as “Trusted.”

1. The Marketplace

1. Overview. In the Marketplace, you can access, browse, purchase, and/or download Marketplace Products.
2. License to Use Marketplace Products. Your use of (i) a Publisher Product will be governed by the terms and conditions of an end user license agreement between you and the Publisher of the Publisher Product (a “EULA”), (ii) a CyberArk Product will be governed by the applicable CyberArk SaaS Terms of Service or Software License Agreement, as applicable, unless otherwise mutually agreed in writing, and (iii) any other Marketplace Product shall be subject to these Terms of Use.  If you do not want to comply with the applicable license terms for a Marketplace Product, you must not use that Marketplace Product.
3. Technology Partners and Contributors to Marketplace. You may not post Publisher Products on the Marketplace unless you have enrolled into CyberArk’s Technology Partner Program pursuant to a separate written agreement or CyberArk’s Contributor Agreement. In the event of a conflict between these Terms of Use, and such separate agreement, the separate agreement shall control in relation to any created and posted Publisher Products to the Marketplace.
4. Your Marketplace Account. To access portions of the Marketplace or certain resources, you may be asked to provide certain registration details or other information.  It is a condition of your use of the Marketplace, and you hereby represent and warrant that you are of the legal age of majority in the jurisdiction in which you reside and that all information you provide is correct, current, and complete. If you choose, or you are provided with, a username, password, or other information as part of your registration process, you must treat such information as confidential and you must not disclose it to any third party. You agree that you are solely responsible to us for all activities identified with your account. You agree to immediately notify CyberArk of any unauthorized use of your username or password or any other security breach.
5. Marketplace availability. We will not be liable if, for any reason, all or any part of the Marketplace is unavailable at any time or for any period. From time to time, we may restrict access to all or part of the Marketplace.

2. Marketplace Products

1. Certification of Marketplace Products. Marketplace Products may be identified as Certified, Trusted, or Community. Except as otherwise set forth herein, such identification is made for informational purposes only and shall not be construed as making any representation, warranty, guarantee, or promise apart from those set forth in these Terms of Use. You are solely responsible for independently testing and validating any such Marketplace Products before using it or deploying it in a production environment.
2. Use of Publisher Products with CyberArk Products. You may only use certain Publisher Products provided you have obtained, or you have installed (or otherwise access) a validly licensed CyberArk Product, and, as the case may be, met certain other technical requirements described in the applicable documentation in the Marketplace.
3. Evaluation of Marketplace Products. CyberArk or, if applicable, the Publisher, may offer free evaluation and/or other limited versions of Marketplace Products (“Evaluation Marketplace Products”) so you can evaluate them before you download and/or purchase the full version. Your rights with respect to Evaluation Marketplace Products are subject to the applicable EULA (as set forth in 1(b)) or CyberArk’s terms and conditions (“Evaluation Period”), and it may only be accessible by a limited number of temporary users, in each case as determined by CyberArk or, if applicable, the Publisher. On the expiry of the Evaluation Period, you may no longer use the Evaluation Marketplace Product, and you must remove and delete all copies of such product in your possession or control.
4. Publisher Products. You acknowledge that the Publisher Products are provided by Publishers. Notwithstanding anything to the contrary in these Terms of Use, you acknowledge and agree that (1) you must use your own discretion when you obtain Publisher Products through the Marketplace and you should read and comply with the terms and conditions and privacy policies of the applicable Publishers, including any such EULAs, and any associated websites, (2) CyberArk does not own, control, or endorse any of these Publisher Products, and (3) you will not hold us responsible and CyberArk will not be liable for the access to or use of any such Publisher Products or for any claims arising out of your use of the Publisher Products, under any circumstances.
5. Support and Maintenance of Marketplace Products. CyberArk or Publishers may provide, at their sole discretion and subject to applicable fees, support, and maintenance services for the Marketplace Products, in accordance with the applicable maintenance and support terms.

3. Privacy

Your use of the Marketplace (excluding your use of the Marketplace Products) and the information you submit to CyberArk through the Marketplace website are governed by CyberArk’s Privacy Notice available at: https://www.cyberark.com/privacy-notice/. Our Privacy Notice describes your data protection rights, how we process your personal data, and who we can share it with third parties. For example, this includes when you download a Marketplace Product available on the Marketplace or  our how we use Cookies and other Tracking Technologies on the Community webpages,. Notwithstanding the foregoing, for data processed by CyberArk on behalf of a CyberArk customer, for example if your employer is a CyberArk customer, CyberArk’s use of that data will be governed by its agreement with the customer.

CyberArk does not acquire ownership of any personal data you submit to the Marketplace. CyberArk will process any personal data contained in user submissions solely in accordance with the CyberArk Privacy Policy and applicable data protection laws, including, where relevant, the EU General Data Protection Regulation (GDPR), the UK GDPR, and the California Consumer Privacy Act (CCPA).

To the extent that user submissions contain personal data, CyberArk will treat such data as subject to your rights under applicable law as set forth in our Privacy Notice (including rights of access, deletion, restriction, portability, and not selling or sharing your Personal Information). You can manage your Cookie Preferences at any time by clicking the “Cookie Preferences” link in the footer of any Community webpage.

CyberArk’s ownership claim over user submissions shall apply only to the non-personal content of such submissions (e.g., ideas, feature requests, code snippets, feedback, or other materials) and shall not diminish or override your statutory rights with respect to personal data.

4. Advertisement

Advertising by Third Parties. Certain Publishers may advertise in the Marketplace, and/or otherwise market, promote, or encourage you to purchase, their other products and services (“Third-Party Advertised Products”). In connection with such advertising, you may be directed to or linked to a third-party website that is not under the control of CyberArk and if you provide any information to such Publishers, that Publisher’s privacy policy, not CyberArk’s, will apply to any disclosures of personal information you may make. Further, if you elect to purchase or license such Third-Party Advertised Products, you acknowledge and agree that (1) you may need to pay the Publishers a license, subscription or other fee for the use of such products, (2) you must use your own discretion when you obtain such products, and you should read the terms and conditions and privacy policies of the applicable Publishers, (3) CyberArk does not own or control the websites of the Publishers or the Third-Party Advertised Products, and (4) you will not hold us responsible and CyberArk will not be liable for the access to or use of (i) any such website (including its content, terms and conditions, privacy policy, or anything else); (ii) the Third-Party Advertised Products; or (ii) any claims arising out of your use of, or in ability to use, the Third-Party Advertised Products, under any circumstances.

5. Intellectual Property

Intellectual Property. Except for the rights explicitly granted to you in the applicable CyberArk terms and conditions, these Terms of Use and in the EULA for each Marketplace Product, all rights, title, and interest in the Marketplace and the Marketplace Products are reserved and retained by their respective providers, Publishers, and rights holders. You do not acquire any ownership rights in the Marketplace or the Marketplace Products as a result of using the Marketplace or downloading, installing, or using the Marketplace Products.

Usage Data and Suggestions. CyberArk shall be permitted to collect and use data generated in connection with your access, use, and configuration of the Marketplace Products and data derived from it (“Usage Data”) for its reasonable business purposes and for your benefit. In the event CyberArk wishes to disclose the Usage Data or any part thereof to third parties, such data shall be deidentified and/or presented in the aggregate so that it will not identify you or your Authorized Users. The foregoing shall not limit in any way CyberArk’s confidentiality obligations pursuant to the EULA. To the extent that you provide CyberArk with Suggestions, such Suggestions shall be free from any confidentiality restrictions that might otherwise be imposed upon CyberArk pursuant to this Agreement, and may be implemented by CyberArk in its sole discretion. Customer acknowledges that any CyberArk products or materials incorporating any such Suggestions shall be the sole and exclusive property of CyberArk.

6. Reviews of Marketplace Products

The Marketplace allows you to post reviews of Marketplace Products you have used, and to post comments on such reviews. Such reviews and comments will be posted under your name as created upon your initial registration to the Marketplace or CyberArk’s Community. If you do not want your name to appear with your reviews or comments, do not post any reviews or comments on the Marketplace. To be useful to other users, those reviews and comments you post must be made in good faith after reasonable evaluation of the relevant Marketplace Product. If you do post reviews or comments, and unless we indicate otherwise, you grant CyberArk a nonexclusive, royalty-free, fully paid up, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such reviews and comments throughout the world in any media.

You acknowledge and agree that:

• You may post only one review per Marketplace Product, unless the later review reflects a good-faith rating change based on further evaluation.
• If you post a review of, or comment on, a Marketplace Product for which you are the Publisher, you must disclose your affiliation.
• If you post a review of, or comment on, a competitor’s Marketplace Product, you must disclose your affiliation.

We may, but are under no obligation to, monitor or censor reviews or comments made by users or content provided by contributors and we are not responsible for the accuracy, completeness, appropriateness, or legality of anything posted, depicted, or otherwise provided by the Marketplace users, and we disclaim any and all liability relating thereto.  Notwithstanding the foregoing, CyberArk reserves the right, in its sole discretion and for any reason at any time, without obligation, to remove or edit any review or comment posted on the Marketplace. Content unrelated to a review or comment of the relevant Marketplace Product—for example, discussing CyberArk’s employees, business or stock, or those of other companies, or unrelated products or services—is prohibited. In addition, reviews and comments may not contain content that:

• is harmful, threatening, abusive, insulting, harassing, defamatory, libelous, profane, sexually explicit, obscene, or otherwise offensive or objectionable;
• is false, fraudulent or misleading;
• violates applicable laws, rules, regulations, guidelines, or rights of third parties; including without limitation any privacy, intellectual property, or other rights of a third party, or suggests or encourages unlawful activity;
• constitutes advertising or any other form of commercial solicitation; or
• impersonates any other person or entity, including any of CyberArk’s employees.

7. General

a. Prohibited Uses. You agree not to access or use the Marketplace in any manner:

• That violates any applicable federal, state, local, or international law or regulation, or advocates, promotes, or assists in any unlawful act, constitutes an illegal threat, or violates export control laws.
• To develop or create a competitive product or to otherwise compete with CyberArk.
• That violates the rights of any person or entity that may give rise to civil or criminal liability under applicable laws or regulations applicable to you, another user, and/or CyberArk, including violation of privacy or publicity rights, infringement of any copyright, patent, trademark, trade secret or other intellectual property right, or conflicts with these Terms of Use or the CyberArk Privacy Notice.
• To transmit or introduce offensive materials, including those involving profanity, violence, sexual conduct, pornography, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
• To monitor or attempt to gain unauthorized access to: (a) any data, information, or communications on any network or system not owned by you, without authorization; or (b) any system or network user accounts or passwords of other users, without authorization.
• That is false, deceptive, misleading, or fraudulent, including but not limited to: (a) any attempt to impersonate any person or entity; (b) to misrepresent your identity or affiliation with any person or organization; and (c) any attempt to give the impression that you are posting materials from any person or entity other than yourself if that is not the case, including but not limited to altering your IP source address.
• To monitor or copy materials from the Marketplace for any unauthorized purpose or access the Marketplace via any automatic device, process, or means of access such as a robot or spider.
• That is in violation of export or import laws, rules, or regulations, as further set forth in 7 (e) below, or in any applicable EULA.
• That may have a detrimental effect on the Marketplace’s functionality, performance, availability, integrity, or security, including but not limited to: (a) gaining unauthorized access to, or attempting to compromise the security of, any network, system, computing facility, equipment, data, or information; (b) attempting to intercept, redirect, or otherwise interfere with communications intended for others; (c) disabling, damaging, overburdening, or impairing the Marketplace or any server, computer, or database connected to or accessed by the Marketplace; (d) modifying, blocking, or otherwise interfering with the display of the Marketplace; (e) interfering with another user’s ability to access, use, and enjoy the Marketplace; (f) accessing another user’s registration information or user account without that user’s express written permission; (g) transmitting or introducing any malicious or technologically harmful element to the Marketplace such as a spyware program, virus, Trojan horse, worm, or logic bomb; (h) performing, without CyberArk’s express prior written authorization, scalability testing, load testing, probing, scanning, penetration, or vulnerability testing of the Marketplace; and (i) engaging in any activities that result in any server serving the Marketplace being the target of a denial of service attack

b. DISCLAIMER. UNLESS EXPLICITLY PROVIDED OTHERWISE, THE MARKETPLACE PLATFORM AND THE MATERIALS MADE AVAILABLE IN THE MARKETPLACE, INCLUDING WITHOUT LIMITATION THE MARKETPLACE PRODUCTS AND THEIR RELATED DOCUMENTATION, ARE PROVIDED “AS IS” AND WITHOUT WARRANTY. YOU ACKNOWLEDGE AND AGREE THAT YOU WILL EXERCISE YOUR OWN INDEPENDENT ANALYSIS AND JUDGMENT IN YOUR USE OF THE MARKETPLACE AND THE MARKETPLACE PRODUCTS. CYBERARK ASSUMES NO LIABILITY FOR YOUR USE OF THESE MATERIALS, THE MARKETPLACE PRODUCTS OR ANY ASSISTANCE PROVIDED BY CYBERARK. CYBERARK EXPRESSLY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO, WITH RESPECT TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT OF ANY THIRD-PARTY INTELLECTUAL PROPERTY RIGHT. CYBERARK MAKES NO WARRANTY AS TO THE RELIABILITY, USEFULNESS, COMPLETENESS, TIMELINESS, QUALITY, SECURITY, SUITABILITY, AVAILABILITY, OR ACCURACY OF THE MARKETPLACE OR OF ANY MARKETPLACE PRODUCT, OR THAT THE MARKETPLACE PRODUCTS WILL BE ERROR FREE OR OPERATE WITHOUT INTERRUPTION. THE PUBLISHER PRODUCTS AND OTHER THIRD-PARTY CONTENT MADE AVAILABLE THROUGH THE MARKETPLACE ARE THE SOLE RESPONSIBILITY OF THE PUBLISHER OF THOSE PUBLISHER PRODUCTS AND THAT CONTENT. CYBERARK IS NOT RESPONSIBLE FOR ANY PUBLISHER PRODUCTS OR THIRD-PARTY CONTENT, WHETHER OR NOT IT REVIEWED OR MODERATED SUCH PRODUCTS OR CONTENT. YOU AGREE THAT YOU BEAR ALL RISKS ASSOCIATED WITH USING OR RELYING ON MARKETPLACE PRODUCTS. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

c. Indemnification. To the maximum extent permitted by applicable laws, you agree to defend, indemnify and hold us, our affiliates, and licensors and their respective officers, directors, employees, contractors, agents, licensors, and suppliers harmless from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees and other costs of defense) resulting from your violation of these Terms of Use, your violation of the rights of a third party, or your use of the Marketplace or the Marketplace Products. We will be entitled, at our sole expense, to participate in the defense and settlement of the claim or action with counsel of our choosing.  You may not settle any claims without our prior written consent (which will not be unreasonably withheld).

d. LIMITATION OF LIABILITY. UNLESS EXPLICITLY STATED OTHERWISE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CYBERARK’S MAXIMUM AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE MARKETPLACE OR THESE TERMS OF USE, REGARDLESS OF THE CAUSE OF ACTION AND WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, INDEMNITY, OR ANY OTHER LEGAL THEORY, EXCEED USD $1,000.

IN NO EVENT SHALL CYBERARK BE LIABLE FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, GOODWILL OR BUSINESS, LOSS OR CORRUPTION OF DATA, OR COSTS TO PROCURE SUBTITUTE GOODS OR SERVICES, HOWEVER CAUSED, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION RESULTING FROM USE OF OR UNAVAILABILITY OF THE MARKETPLACE OR THE MARKETPLACE PRODUCTS OR ARISING OUT OF THE USE OR PERFORMANCE OF MARKETPLACE PRODUCTS AVAILABLE IN THE MARKETPLACE, REGARDLESS OF WHETHER CYBERARK OR AN AUTHORIZED CYBERARK REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

e. Compliance with Laws; Export. You will use the Marketplace and Marketplace Products in compliance with all applicable laws, rules, regulations, and guidelines. You may not use or otherwise export or re-export the Marketplace Products except in compliance with the applicable EULA, or in relation to CyberArk Products, with Israel and United States laws, the laws of the jurisdiction in which the Marketplace Products originated or were obtained, and the laws of any country within whose jurisdiction you operate or do business. In particular, but without limitation, the Marketplace Products may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S Treasury Department’s list of Specially Designated Nationals, (c) or the U.S. Department of Commerce Denied Person’s List or Entity List. Without limiting the foregoing, you represent and warrant that: (i) you are not located in, and shall not use the Marketplace Products from, any country that is subject to U.S. export restrictions (currently including, but not necessarily limited to, the Crimea region of Ukraine, Cuba, Iran, North Korea, Sudan, and Syria or Lebanon); (ii) you shall not use the Marketplace Products in the design, development, or production of nuclear, chemical, or biological weapons, or rocket systems, space launch vehicles, sounding rockets, or unmanned air vehicle systems; and (iii) you are not prohibited from participating in U.S. export transactions by any federal agency of the U.S. government. If you access the Marketplace from outside the United States, you do so on your own initiative and are responsible for compliance with local laws. In addition, you are responsible for complying with any local laws which may impact your right to import, export, download, or use the Marketplace Products. Access to the Marketplace from territories where the Marketplace or any of its services or products are illegal is prohibited.

f. U.S. Government Users. If you are a U.S. Government end user, the Marketplace Products are provided to you as a “Commercial Item” as that term is defined in the U.S. Code of Federal Regulations (see 48 C.F.R. § 2.101), and the rights granted to you for the Marketplace Products are the same as the rights the Publisher or CyberArk customarily grant to others under the applicable EULA or CyberArk terms and conditions.

g. Termination. Your rights to access and use the Marketplace will terminate without notice if you fail to comply with these Terms of Use. Further, CyberArk may terminate your access and use of the Marketplace for any or no reason by giving you written notice.

h. JURISDICTION AND GOVERNING LAW

These Terms of Use shall be governed by and construed in accordance with the laws applicable to the CyberArk contracting entity with which you (or your employer or organization) have entered into a binding agreement for the purchase or licensing of CyberArk products or services (“Customer Agreement”). The exclusive jurisdiction and venue for any disputes arising out of or relating to these Terms of Use shall be the courts specified in the applicable Customer Agreement. If no Customer Agreement exists, these Terms of Use shall be governed by the laws of the State of Massachusetts, United States, without reference to conflict of laws principles, and the courts located in Boston, Massachusetts shall have exclusive jurisdiction. You agree to waive all defenses of lack of personal jurisdiction and forum non-conveniens and agree that process may be served in a manner authorized by applicable law or court rule.  To the extent not prohibited by applicable law, you hereby irrevocably waive any and all right to trial by jury in any legal proceeding arising out of or related to these Terms of Use or the Marketplace.

i. DMCA Process. If you believe that any content in the Marketplace violates your copyright, please notify CyberArk’s copyright agent in writing. The contact information for CyberArk’s copyright agent is at the bottom of this section. CyberArk cannot take action unless you give us all the required information. In order for CyberArk to take action, you must do the following in your notice:

1. Provide your physical or electronic signature;
2. Identify the copyrighted work that you believe is being infringed;
3. Identify the item that you think is infringing and include sufficient information about where the material is located (including which website) so that CyberArk can find it;
4. Provide CyberArk with a way to contact you (such as address, telephone number, or email);
5. Provide a statement that you believe in good faith that the item identified as infringing is not authorized by the copyright owner, its agent, or the law to be used by CyberArk; and
6. Provide a statement that the information you provide in the notice is accurate, and that (under penalty of perjury), you are authorized to act on behalf of the copyright owner whose work is being infringed.

Here is the contact information for CyberArk’s copyright agent:

Copyright Enforcement
CyberArk Software, Inc.
[email protected]

j. Contact Information. For communications concerning these Terms of Use (other than DMCA notices, which you must send in accordance with the procedures above), please write to [email protected].

k. Assignment. You may not assign or transfer the agreement formed by your agreeing to these Terms of Use. CyberArk may freely assign, transfer, and delegate its rights and obligations under these Terms of Use. You acknowledge and agree that CyberArk’s affiliates, contractors, and service providers may exercise all rights of CyberArk under these Terms of Use.

l. Weblinks. Certain links provided herein permit you to leave this site and enter non-CyberArk sites. These linked sites are not under CyberArk‘s control. CyberArk is not responsible for the contents of any linked site or any changes or updates to such sites. CyberArk is providing these links to you only as a convenience. The inclusion of any link does not imply endorsement by CyberArk of any linked site. CYBERARK’S PUBLICATION OF INFORMATION REGARDING PUBLISHER PRODUCTS OR SERVICES DOES NOT CONSTITUTE AN ENDORSEMENT REGARDING THE SUITABILITY OF SUCH PRODUCTS OR SERVICES OR A WARRANTY, REPRESENTATION OR ENDORSEMENT OF SUCH PRODUCTS OR SERVICES, EITHER ALONE OR IN COMBINATION WITH ANY CYBERARK PRODUCT OR SERVICE. Linking to this site is subject to CyberArk’s Linking Policy. If you would like to link to CyberArk’s web site, please contact us at: [email protected].

m. Feedback & Suggestions. Direct feedback, comments, suggestions, requests for support, and other communications relating to the Marketplace can be sent to: [email protected].  CyberArk shall have a perpetual, irrevocable, royalty free, fully paid, sublicensable, transferable, nonexclusive, worldwide license to make, use, sell, offer for sale, import, or otherwise use or commercially exploit for any purpose, any feedback and suggestions for improvements or enhancements to the Marketplace and the Marketplace Products without obligation of confidentiality or otherwise.

n. Copyright to Marketplace. All content included on the Marketplace website, such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software, is the property of CyberArk or its content suppliers and protected by United States and international copyright laws. The compilation of all content on the Marketplace website is the exclusive property of CyberArk and protected by U.S. and international copyright laws. The Marketplace website or any portion of the Marketplace website may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of CyberArk. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of the Marketplace website without express written consent. You may not use any meta tags or any other “hidden text” utilizing CyberArk’s name or trademarks without the express written consent of CyberArk. Any unauthorized use terminates the permissions and licenses granted hereunder by CyberArk.

o. Miscellaneous. No waiver of these Terms of Use by us shall be deemed a further or continuing waiver of such term or condition or any other term or condition, and any failure of ours to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision. CyberArk reserves the right to make changes to these Terms of Use from time to time without notice. If any provision of these Terms of Use is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect. There are no third-party beneficiaries to these Terms of Use. The Terms of Use and our Privacy Notice constitute the sole and entire agreement between you and us with respect to the Marketplace and Marketplace Products, except as expressly set forth herein, and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to the Website.  For the avoidance of doubt, these Terms of Use do not supersede any written agreement between you and use pursuant to which you have been granted the right to use or access a CyberArk Product.