PLEASE CAREFULLY READ THE FOLLOWING TERMS UNDER WHICH IBM GRANTS PROFESSIONAL CERTIFICATION TO YOU. IBM PROVIDES THIS CERTIFICATION TO YOU ONLY IF YOU ACCEPT THE TERMS OF THIS AGREEMENT EITHER BY USING THE CERTIFICATION OR BY BREAKING THE SEAL OF THIS WELCOME PACKAGE.
This Agreement includes Part 1 - General Terms and Part 2 - Country-unique Terms and is the complete agreement regarding the use of this Certification, and replaces any prior oral or written communications between you and IBM. The terms of Part 2 may replace or modify those of Part 1.
Part 1 - General Terms
Term and Termination
Certification remains in effect until this Agreement is terminated. Either of us may terminate this Agreement or your certification, with or without cause, on one month's written notice. However, if you repudiate this Agreement, materially breach any of its terms or make any material misrepresentation to us, we may terminate this Agreement at any time, on written notice. Our only obligation is to provide the notice called for in this section and we are not liable for any claims or losses if we do so.
The welcome package provides you with advertising guidelines for our logos, trade and service marks, trade names, emblems and titles (collectively called "Trademarks") and contains the certification title IBM authorizes you to use. You may also use the emblem associated with that title. You may use the Trademarks only as described in the guidelines and only in association with the title IBM authorizes you to use. You agree, at IBM's request, to change or stop using any advertising or promotional material that misuses, as IBM determines, the Professional Certification Trademarks as stated in the guidelines. When this Agreement ends, you agree to promptly stop using IBM's Trademarks. If you do not, you agree to pay any expenses and fees that IBM incurs in getting you to stop. You agree that any goodwill attaching to IBM's Trademarks as a result of your use of them belongs to IBM. You agree not to register or use any mark that is confusingly similar to any of IBM Trademarks.
You agree to conduct your business in a way that does not adversely affect IBM's reputation or goodwill. IBM may, at its sole discretion, determine whether your services meet IBM's standards.
IBM IS NOT LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS, LOST SAVINGS, OR ANY INCIDENTAL, SPECIAL, OR OTHER ECONOMIC CONSEQUENTIAL DAMAGES, EVEN IF IBM IS INFORMED OF THEIR POSSIBILITY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU.
In addition to damages for which you are liable under law and the terms of this Agreement, you will indemnify us for claims by others made against us (particularly regarding statements, representations, or warranties not authorized by us) arising out of your conduct under this Agreement or as a result of your relations with anyone else.
In order to maintain flexibility in our relationship, IBM may change this Agreement upon written notice to you. However, these changes are not retroactive. They apply as of the effective date IBM specifies in the notice. Any other changes must be in writing and signed by both you and IBM.
Each of us agrees that:
This Agreement is governed by the laws of the State of New York. This Agreement is the complete agreement between us regarding this transaction, and replaces all prior oral and written agreements relating to the transaction.
Part 2 - Country-unique Terms
Add the following after the first paragraph in this Section: Any doubts concerning this Agreement will be initially resolved between us in good faith and in accordance with the principle of mutual trust.
Limitation of Liability
The following paragraph is added to this Section: The limitations and exclusions specified in the Agreement will not apply to damages caused by IBM with fraud or gross negligence, and for express warranty.
Limitation of Liability
This Section is replaced by the following: Unless otherwise provided by mandatory law, IBM is not liable for any damages which might arise.