Software License & Support Terms & Conditions
These terms are a legal agreement between Policy Works Inc. (“PWI”) of 215A – 10th Street NW, Suite 1, Calgary, Alberta, Canada T2N 1V5 and the licensee named in the applicable invoice or License & Support Schedule issued by PWI (the “Licensee”).
A Licensee who has previously executed a license agreement for the use of Policy Works software hereby agrees to the amendment of that license and agrees to be bound by these terms as a condition of using any updates or upgrades to the software. These terms replace the previous license agreement.
Please read all the terms before indicating acceptance. These terms apply to Policy Works software, support and online services and any modules, updates, upgrades, supplements, new features, and support services for Policy Works software, unless other terms accompany those items. If so, those terms apply. By using Policy Works software, support and online services, or any updates to the software, Licensee accepts these terms. If Licensee does not accept them, Licensee is not authorized to use the software or services or any updates to the software. Licensee is bound by these terms even if it does not read all the terms.
1.0 DEFINITIONS
1.1 “Effective Date” means the date on which the following has occurred: execution of the Cover Agreement by both parties and acceptance of these terms by Licensee;
1.2 “Fees” is defined in Section 4.1;
1.3 "Licensee" means the company or other legal entity acquiring a license to the Software and Services listed in the invoice from PWI;
1.4 “License & Support Schedule” means a schedule to the Cover Agreement or the invoice from PWI, listing specific software, modules, user licenses and related services;
1.5 “Licensor IP” is defined in Section 2.5;
1.6 “Maintenance or Subscription Fees” is defined in Section 5.2;
1.7 “Onboarding Schedule” means a schedule to the Cover Agreement or the invoice from PWI, listing specific onboarding services;
1.8 “Personal Information” means personal information about an identifiable individual but excludes business contact information or anonymized data;
1.9 “Privacy Policy” means the PWI privacy policy updated from time to time, the current version of which is posted on policyworks.com;
1.10 “PW Software” means Policy Works Core Technology, and any fixes, patches or updates released by PWI, and all modules licensed hereunder as listed in the License & Support Schedule from PWI;
1.11 “PW Software (Data)” means the information (excluding Personal Information) created, input or developed for or as a result of the use of the PW Software or Services;
1.12 “Services” means the software setup, implementation and training services, technical support and maintenance services, and any online services provided by PWI through the PW Software, including access to any PWI modules or data replication services, together with any supplied help file, users' manual or other documentation which is accessible as part of the services. Services include onboarding services listed in an Onboarding Schedule. Services may include hardware/software consulting services if identified in a License & Support Schedule;
1.13 “Term” is defined in Section 9.1;
1.14 “Territory” means Canada;
1.15 “User” means Licensee’s authorized end-users (including concurrent and/or named users) of the PW Software and Services.
2.0 LICENSE
2.1 Grant of License. The PW Software is licensed to Licensee (not sold) based on the number of copies of PW Software that Licensee installs and the number of Licensee’s Users that access the PW Software, all as set forth in the License & Support Schedule. Licensee is granted a non-exclusive, non-sublicensable, non-assignable, and non-transferable license, for use by the Users, to install and run the PW Software within the Territory during the Term, conditional upon payment of all Fees. The license granted under these Terms and Conditions is granted only to Licensee and not to any affiliated companies. Licensee is only permitted to install and run the permitted number of copies of the PW Software for the permitted number of Users, servers, processors, devices and physical location(s) all as set out in the License & Support Schedule.
2.2 User Licenses. As part of the PW Software license, Licensee shall acquire a user license for the total number of users or seats that access the PW Software directly or indirectly at any one time (including ‘”concurrent users” who are assigned a unique login name/password combination to access and/or use the PW Software in a manner that limits the number of such users having simultaneous access and/or "named users" who are named individuals having the right to access and/or use the PW Software). Licensee may acquire licenses for additional concurrent or named Users for the PW Software based on PWI’s then-current standard pricing.
2.3 Circumvention Prohibited. Any hardware or software used by Licensee to directly or indirectly access the PW Software, pool connections, or reduce the number of devices or users that directly access or use the PW Software (sometimes referred to as “multiplexing” or “pooling”), does not reduce the number of user licenses that Licensee requires. If Licensee exceeds the maximum number of permitted Users, through any such method, Licensee will be in breach of this license.
2.4 Licensee’s Account. Some Services require an account. Licensee is responsible for maintaining the confidentiality of Licensee’s account information, password and login. Licensee is responsible for all uses of Licensee’s account. Licensee agrees to immediately notify PWI of any unauthorized use of PW Software or Licensee’s account. Licensee represents and warrants that Licensee or the person entering into these Terms and Conditions has the authority to do so, and in doing so will not violate any other agreement to which Licensee is a party.
2.5 Intellectual Property. PWI and its third-party licensors own any and all any intellectual property rights (including applicable patent rights) and all right, title and interest in and to the PW Software, the PW Software (Data), any documentation supplied under the Services, the Policy Works Wordings Catalogue, and the trade-marks of PWI (collectively the “Licensor IP”) immediately upon creation. Licensor IP is protected by Canadian, US and international copyrights and may be subject to applicable patent rights. The Policy Works Wordings Catalogue is protected by copyright and is not licensed for any independent use apart from the PW Software. All inventions, discoveries, improvements, software, copyright, know-how or other intellectual property, whether or not protected by patent or copyright, created prior to or during this Agreement pertaining to Licensor IP, are and will remain the sole and absolute property of PWI. Licensee will maintain any proprietary notices which may appear thereon, and to the extent any right, title or interest in and to Licensor IP does not vest in PWI automatically, the Licensee does hereby assign and transfer all such right, title or interest in and to Licensor IP to PWI.
3.0 PERSONAL INFORMATION, DATA & CONTENT
3.1 Personal Information. The Privacy Policy is incorporated into this Agreement. PWI and Licensee shall abide by the Privacy Policy and all applicable provincial and federal personal information protection laws with respect to the handling of Personal Information. PWI may collect, aggregate and anonymize data provided it does not contain or disclose any Personal Information. Any Personal Information collected, used or disclosed by PWI is subject to the terms of the Privacy Policy.
3.2 Archiving & Security. Licensee is responsible for archiving and data back-up for its own purposes. Archiving and back-up services may be available as part of the Services at standard rates. Licensee is responsible for security and encryption of any confidential or sensitive content or data. Licensee is solely responsible for any content or data that is input or uploaded by Licensee through the PW Software or Services, including any consequences of inputting or making it available in connection with Licensee’s use of PW Software or Services.
3.3 Aggregated Data. PWI may collect, aggregate and anonymize PW Software (Data) for the purpose of purpose of statistical analysis, data analytics, research, product improvement, benchmarking, and for other business purposes, subject to the following:
(a) All aggregated data will be stripped of identifiers (such as specific users, corporate or business names or serial numbers) that would identify specifics about individual users;
(b) Aggregated data will not be traceable back to any specific users; and
(c) PWI shall have rights hereunder to use, dispose of and own such anonymized and aggregated data at its discretion whether during or after the term of this Agreement.
4.0 PAYMENTS
4.1 Fees. As a condition of licensing the PW Software and obtaining the Services, Licensee agrees to pay to PWI the fees including license fees, fees for Services, Maintenance or Subscription Fees (one-time or periodic payments), and access fees for all Users and licensed modules, as set forth in the applicable invoice or License & Support Schedule issued by PWI (collectively the "Fees"). The Fees will be payable as set forth in the applicable invoice, License & Support Schedule, or Onboarding Schedule issued by PWI.
4.2 Other Payments or Expenses. Licensee will be responsible for the payment of any applicable taxes related to the license of PW Software or Services, and any additional modules which may be licensed from time to time, as set forth in the applicable invoice, License & Support Schedule or listed in the Onboarding Schedule.
5.0 SUPPORT, MAINTENANCE & SUBSCRIPTION SERVICES
5.1 Support. PWI will provide onboarding services as part of the Services as set forth in any Onboarding Schedule. PWI will provide software support as part of the Services as set forth in the applicable License & Support Schedule. Subject to payment of the Maintenance or Subscription Fee, PWI agrees to provide the Licensee with unlimited toll-free telephone support and online support subject to PWI’s standard support terms. The Licensee acknowledges that if PWI’s representative is required to conduct an on-site visit of the Licensee’s business premises to assist the Licensee with the operation of the PW Software or to provide any Services, the Licensee may be charged additional amounts for any on-site visits.
5.2 Maintenance or Subscription Fees. PWI agrees that, subject to payment of the Maintenance or Subscription Fee, all program updates and enhancements which are designed to improve the function, performance, speed, or syntax of the PW Software shall be provided to Licensee. By accepting this Agreement, Licensee consents to the installation of future updates. The Licensee acknowledges that periodic maintenance or user subscription fees for the PW Software (the “Maintenance or Subscription Fee”) will be billed to the Licensee at the then-current rate, as set forth in the applicable invoice or License & Support Schedule issued by PWI. The parties agree that upon PWI’s receipt of the Maintenance or Subscription Fee, the Licensee shall be entitled to receive continued toll-free telephone support and online support in accordance with documentation, along with updates and enhancements (prepared by PWI) to the PW Software, excluding any upgrades or new modules released by PWI as a separately-priced item.
In the event the Licensee defaults in payment of Maintenance or Subscription Fees, the PW Software will cease to function and PWI will require the Licensee to pay all outstanding Maintenance or Subscription Fees (plus interest if applicable and and any other outstanding amounts) before reinstating the Licensee’s license to use the PW Software. PWI reserves the right to reasonably adjust the Maintenance or Subscription Fees from time-to-time to account for inflation and other market conditions.
5.3 Limitations. PWI’s responsibility for support is explicitly related to the PW Software and Services and does not include support, troubleshooting or maintenance for the hardware, software or modules of third parties or other platform vendors. These Terms and Conditions do not include (i) support or maintenance for the PW Software or Services by PWI outside the scope of this Section 5.0, or (ii) any custom software development services. If users submit unsolicited suggestions, product improvement requests, ideas or user feedback, this does not obligate PWI to implement any changes to the product, and PWI makes no assurances that any such ideas will be treated as confidential or proprietary.
6.0 RESTRICTIONS
6.1 Restrictions. Licensee shall not, and shall not authorize any third party to.
(a) make unauthorized copies of Licensor IP;
(b) modify, decompile, disassemble, translate into another computer language, create derivative works, access the source code, hack, decrypt, rename files, or otherwise reverse engineer Licensor IP;
(c) incorporate any portion of Licensor IP into any products which will be sold, licensed or transferred to a third party;
(d) use Licensor IP in connection with a computer based service business for others, or display the visual output of Licensor IP for others;
(e) distribute, sell, lease, transfer, assign, trade, rent, lease or lend Licensor IP or publish, license, sublicense or cross-license Licensor IP or any part thereof and/ or copies thereof to others;
(f) copy, duplicate or use the Policy Works Wordings Catalogue or any part of that work as a standalone database, or distribute, sell or otherwise make such work available to others, except as part of the licensed use of the PW Software;
(g) use Licensor IP or any part thereof in violation of any law or regulation, or for any purpose other than as expressly permitted in these Terms and Conditions;
(h) distribute screen shots, or disclose to a third party the results of any benchmark test of Licensor IP without PWI approval;
(i) permit any person other than authorized Users to use Licensor IP;
(j) upload, post or submit content or data that infringes any copyright, or other intellectual property rights, or offends privacy rights, or otherwise offends the standards set by PWI from time to time; or
(k) copy, misuse or duplicate the layout and design of Licensor IP, or the underlying code and database structures or any part thereof.
7.0 LIMITATION OF LIABILITY & DISCLAIMER OF WARRANTY
7.1 DISCLAIMER. The PW Software and Services are provided “AS IS” without warranties, conditions or representations of any kind, and PWI expressly disclaims, to the fullest extent permitted by applicable law, any warranty or condition, express or implied, statutory or otherwise, whether arising from trade or course of dealing, including, without limitation, any warranty that the PW Software and Services (i) shall correspond with a particular description, (ii) are of merchantable quality, (iii) are fit for Licensee’s particular purpose, (iv) are durable for a reasonable period of time, (v) do not and will not infringe any patent, trade-mark, trade-secret or other intellectual property or other proprietary rights of any third party, (vi) are bug or error free, or (vii) are accessible through all devices or browsers. Licensee acknowledges that entry, conversion and storage of data is subject to human and machine error and that PWI shall not be liable to Licensee or Licensee’s Users for any loss, corruption or errors in data, including detrimental reliance on maliciously manipulated or corrupted data. PWI is not responsible for its third-party data-hosts, resellers, installers or consultants that are not approved in writing by PWI. PWI makes no representations or warranties with respect to such third-party hosts, resellers, installers or consultants, nor do they have any authority to bind PWI or modify any terms of these terms, verbally or otherwise. PWI does not warrant and disclaims all liability in connection with any third-party software, modules, viruses, hardware or failures in the internet. The PWI does not warrant that the PW Software or Services will be compatible with all the platforms which may now or in the future be used by insurance companies. Licensee acknowledges that PWI has no authority over insurers and cannot obligate any insurance company to electronically integrate their electronically available documentation with the PW Software.
7.2 INSURANCE TERMS ACKNOWLEDGEMENT. LICENSEE HEREBY ACKNOWLEDGES THAT (I) ANY SUBMISSIONS, PROPOSALS, DECLARATION SHEETS, WORDINGS, BINDERS, POLICIES OR OTHER INSURANCE DOCUMENTS (“INSURANCE DOCUMENTS”) GENERATED BY THE LICENSEE THROUGH THE PW SOFTWARE CONTAIN SPECIFIC TERMS, DEFINITIONS, COVERAGES, CONDITIONS AND EXCLUSIONS; (II) TEMPLATES PROVIDED BY PWI OR THIRD PARTIES CONTAIN SPECIFIC TERMS, DEFINITIONS, COVERAGES, CONDITIONS AND EXCLUSIONS; (III) THE “UNDERWRITING ASSISTANT” FEATURE CONTAINS SPECIFIC TERMS AND DEFINITIONS; (IV) THE INSURANCE DOCUMENTS, TEMPLATES, AND UNDERWRITING ASSISTANT ARE BASED ON TERMS, DEFINITIONS, CONDITIONS AND EXCLUSIONS SUPPLIED BY THE INSURANCE BUREAU OF CANADA AND OTHERS IN THE INSURANCE INDUSTRY; AND (V) IT IS THE LICENSEE’S RESPONSIBILITY TO REVIEW AND VERIFY THAT THE TERMS, DEFINITIONS, COVERAGES, CONDITIONS AND EXCLUSIONS IN ANY INSURANCE DOCUMENTS, TEMPLATES AND THE UNDERWRITING ASSISTANT ARE APPROPRIATE FOR THE LICENSEE’S SPECIFIC CIRCUMSTANCES AND ARE CONSISTENT WITH ITS OWN DOCUMENTATION. PWI EXPRESSLY DISCLAIMS ANY LIABILITY THAT MAY ARISE DUE TO ERRORS, OMISSIONS, INCONSISTENCIES, DIFFERENCES OR INACCURACIES IN THE TERMS, DEFINITIONS, COVERAGES, CONDITIONS AND EXCLUSIONS CONTAINED IN THE PW SOFTWARE, THE INSURANCE DOCUMENTS, THE TEMPLATES OR THE UNDERWRITING ASSISTANT.
7.3 ALLOCATION OF RISK. PWI shall not be liable for any monetary damages whatsoever with respect to Licensee’s or any of Licensee’s Users’ use of the Licensor IP and Services hereunder, nor shall PWI be liable for any indirect, incidental, consequential, special, punitive or exemplary damages arising out of this Agreement, even if PWI is advised of the possibility of such damages. The entire risk as to the results and performance of the Licensor IP and Services is assumed by Licensee and Licensee agrees to implement and adopt reasonable measures to examine and confirm results prior to use, to back-up and reconstruct data, and limit exposure to errors and failures in data and storage media.
7.4 LIMITATION OF LIABILITY. THE TOTAL LIABILITY OF PWI, WHETHER UNDER THE EXPRESS OR IMPLIED TERMS OF THIS AGREEMENT, IN TORT (INCLUDING NEGLIGENCE OR OTHER DUTY OF CARE) OR AT COMMON LAW, FOR ANY LOSS OR DAMAGE INCLUDING BUT NOT LIMITED TO ANY DATA LOSS OR CORRUPTION, SUFFERED BY LICENSEE OR ANY OF LICENSEE’S USERS OR THIRD PARTIES, WHETHER DIRECT, INDIRECT OR SPECIAL, OR ANY OTHER SIMILAR DAMAGE THAT MAY ARISE OR DOES ARISE FROM THE LICENSOR IP AND SERVICES OR ANY BREACH OF THIS AGREEMENT BY PWI, SHALL IN NO EVENT EXCEED THE FEES PAID BY LICENSEE TO PWI UNDER THE LICENSE & SUPPORT SCHEDULE DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING LICENSEE'S FIRST ASSERTION OF ANY CLAIM AGAINST PWI UNDER THIS AGREEMENT.
7.5 INTELLECTUAL PROPERTY RIGHTS INFRINGEMENT. In the event any litigation is commenced by an unaffiliated third party alleging that the PW Software, when used in accordance with this Agreement, infringes a valid patent issued in Canada on or before the Effective Date or any copyright or trade-mark registered in Canada on or before the Effective Date, Licensee’s sole remedy shall be as follows: to immediately notify PWI in writing and thereafter PWI may elect at its option and expense and without obligation to do so prior to any injunction or other order by a court of competent jurisdiction, to either (a) procure for Licensee the right to continue to run the PW Software, (b) modify the PW Software to make it non-infringing, (c) replace the PW Software with a functional non-infringing equivalent, or (d) refund the Fees paid by Licensee to PWI under the License & Support Schedule during the immediately preceding twelve (12) month period and terminate this Agreement, in which case Licensee will cease using the PW Software immediately. If, as a result of an infringement claim, Licensee’s use of the PW Software is enjoined by injunction or other order of a court of competent jurisdiction, PWI will, at its option, either procure the right to continue use of the PW Software, replace it with a functional equivalent, or modify it to make it non-infringing, or refund the Fees paid by Licensee to PWI under the License & Support Schedule during the immediately preceding twelve (12) month period and terminate this Agreement. The foregoing represents Licensee’s entire and sole remedy and the entire and sole liability of PWI for infringement or claims of infringement relating to the PW Software. The foregoing indemnity obligation shall only be available if (a) the alleged and/or actual infringement has not been caused by the use of a superceded version of the PW Software (if the infringement would have been avoided by the use of a then-current unaltered release of the PW Software), or caused by the modification of the PW Software by any party other than PWI; (b) Licensee promptly notifies PWI in writing within ten (10) days of Licensee first becoming aware of each such claims; and (c) Licensee does not make any admission against PWI’s interests and Licensee does not agree to any settlement of any such claim without the prior written consent of PWI; and (d) Licensee, at the request of PWI, provides all reasonable assistance to PWI in connection with the defence, litigation, and/or settlement by PWI of each such claim; and (e) PWI has sole control over the selection and retainer of legal counsel, as well as over the litigation and/or the settlement of each such claim.
If any other type of third party claim is brought against Licensee regarding any Licensor IP, Licensee must notify PWI promptly in writing. PWI may, at its option, choose to treat these claims as being covered by this section.
8.0 INDEMNITY
8.1 Licensee Indemnity. Licensee indemnifies, holds harmless and defends PWI against any and all third-party claims (including all associated legal fees and disbursements actually incurred) against PWI arising out of a breach by Licensee or Licensee’s Users of the obligations under this Agreement, or the use or misuse of the PW Software or Services by Licensee or any of Licensee’s Users.
9.0 TERM & TERMINATION
9.1 Term. This Agreement will start on the Effective Date and will continue until terminated under this Agreement (the “Term”).
9.2 Termination. Licensee’s license and account will terminate in the event of Licensee’s failure to pay Fees. Licensee’s account may be automatically suspended if Licensee or any of Licensee’s Users breach any material term of these Terms and Conditions. Licensee may terminate this Agreement without cause at any time, in which case any prepaid amounts will be non-refundable. Licensee may also terminate this Agreement on 21 days’ notice if PWI is in breach of these Terms and Conditions. PWI shall have the right to terminate this Agreement (a) on 21 days’ written notice if Licensee is in breach of any material term of these Terms and Conditions or any other agreement with PWI and such breach has not been cured within the notice period; or (b) immediately without notice if Licensee is bankrupt, insolvent or the subject of any proceeding under the Bankruptcy and Insolvency Act or CCAA, or any other statute of similar purpose which has not been successfully resolved in Licensee’s favour within ninety (90) days; or (c) on 30 days written notice to Licensee. Such termination shall be in addition to and not in lieu of any legal remedies otherwise available to the terminating party.
9.3 Effect of Termination. Upon termination or expiry of this Agreement, Licensee will cease all use of the PW Software and access to the Services.
10.0 VERIFICATION & PRODUCT IMPROVEMENT
10.1 Verification. PWI has the right to monitor usage and verify compliance with the terms of this Agreement and Licensee agrees to provide PWI with information as may be reasonably requested from time to time regarding the number of Users of PW Software, and access of the Services through Licensee’s account, for product improvement and other compliance requirements.
11.0 GOVERNING LAW & DISPUTES
11.1 Governing Law & Disputes. This Agreement is governed by the laws of the Province of Alberta, without regard to its conflict of laws rules. Both parties agree that by entering into this Agreement they have attorned to the exclusive jurisdiction of the courts in the Province of Alberta for the resolution of any disputes related to this Agreement.
12.0 GENERAL TERMS
12.1 Commercial Third-Party Licenses. Licensee is required to obtain and maintain. any commercial third-party hardware and software which may be required to use the PW Software and access Services including any wireless data communications services from a service provider; and any wireless handheld end-user devices.
12.2 Assignment. Licensee will not assign, transfer, encumber or otherwise dispose of any or all of the rights granted to Licensee under this Agreement without the prior written consent of PWI, provided however that if Licensee provide written notice to PWI with sufficient details, consent will not be unreasonably withheld if the assignment is part of a duly authorized corporate re-organization or duly authorized disposition of all or substantially all of the assets of the licensee. PWI may assign this Agreement to a third-party upon written notice to Licensee.
12.3 No Partnership. Nothing contained in this Agreement is to be deemed or construed to create between the parties a partnership or joint venture. No party has the authority to act on behalf of any other party, or to commit any other party in any manner at all or cause any other party's name to be used in any way not specifically authorized by this Agreement.
12.4 Enurement. Subject to the limitations in this Agreement, this Agreement operates for the benefit of and is binding on the parties and their respective successors and permitted assigns.
12.5 No Waiver. No condoning, excusing or overlooking by any party of any default, breach or non observance by any other party at any time regarding any terms of this Agreement operates as a waiver of that party's rights under this Agreement. No exercise of a specific right or remedy by any party precludes it from or prejudices it in exercising another right or pursuing another remedy or maintaining an action to which it may otherwise be entitled either at law or in equity.
12.6 Survival. All terms which require performance by the parties after the expiry or termination of this Agreement, will remain in force despite this Agreement's expiry or termination for any reason. The following terms shall survive termination: 2.5, 7.0, 9.3 and 11.0.
12.7 Language. It is the express will of the parties that this Agreement and all related documents be drawn up in English. C'est la volonté expresse des parties que la présente convention ainsi que les documents qui s'y rattachent soient rédigés en anglais.
12.8 Severability. Part or all of any section that is indefinite, invalid, illegal or otherwise voidable or unenforceable may be severed and the balance of this Agreement will continue in full force and effect.
12.9 Export Controls. Licensee may not use, export or re-export the PW Software except as authorized by applicable United States or Canadian law. By using the PW Software, Licensee represents and warrants that Licensee is not located in, under control of, or a national or resident of any country subject to export controls.
12.10 Entire Agreement. The Cover Agreement, the applicable invoice, the License & Support Schedule, the Onboarding Schedule, and these Terms and Conditions (collectively the “Agreement”) set out the entire understanding between the parties related to the licensing of PW Software and the Services.
12.11 Changes. On release of any update or upgrade to the PW Software or material change in the Services, PWI reserves the right to modify these Terms and Conditions and to impose new or additional terms or conditions on Licensee’s use of the PW Software or Services. The then-current terms (including any modifications and additional terms and conditions if applicable) will be presented to the Licensee and will be effective immediately upon Licensee’s acceptance of the terms and continued use of the PW Software or Services.
12.12 Electronic Acceptance. This Agreement may be agreed to by electronic acceptance.
13.0 ADDITIONAL TERMS APPLICABLE TO IPAD® USERS
13.1 Licensee’s use of the Application is subject to the Usage Rules set forth in the App Store Terms of Service published by Apple Inc. ("Apple").
13.2 Licensee acknowledges that this license is concluded between PWI and Licensee only, and not with Apple. Apple is not responsible for the Application.
13.3 Licensee acknowledges that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application.
13.4 In the event of any failure of the Application to conform to any applicable warranty, Licensee may notify Apple, and Apple may refund the purchase price for the Licensed Application to Licensee in accordance with its policies. Licensee acknowledges that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be as between Licensee and PWI.
13.5 Licensee acknowledges that Apple is not responsible for addressing any claims by Licensee or any third party relating to the Application or Licensee’s possession and/or use of that Application, including, but not limited to: (i) product liability claims; (ii) any claim that the Licensed Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
13.6 Licensee acknowledges that, in the event of any third party claim that the Application or Licensee’s possession and use of that Application infringes that third party’s intellectual property rights, PWI (not Apple) will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
13.7 Licensee acknowledges and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and that, upon the end-user’s acceptance of these terms and conditions, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against Licensee as a third party beneficiary hereof.
13.8 PWI hereby notifies Licensee that the Application may use push notifications, and Licensee hereby consents to receive such notifications. Any denial or withdrawal of consent may reduce or limit the Application's functionality. Apple is not responsible for the transmission and use of any push notifications.
13.9 PWI hereby notifies Licensee that the Application must collect and transmit location data to permit certain location-based services and functionality; Licensee hereby consents to the collection, transmission and use of your location data by the Application strictly for purposes of these location-based services and functionality. Any denial or withdrawal of consent may reduce or limit the Application's functionality. Apple is not responsible for the collection, transmission and use of any location data.
If Licensee has questions about these terms or wish to contact PWI for any reason, please contact us at: 1.800.260.3676, email at info@policyworks.com, Corporate Headquarters: Policy Works Inc. 215A – 10th Street NW, Suite 1, Calgary, AB CANADA T2N 1V5.
[06/2019] END OF TERMS