Jump to Content
Get in touch Get Chrome browser

Cameyo Private Preview Terms of Service

These Cameyo Private Preview Terms of Service (the "Agreement") are entered into by Cameyo Inc. (“Cameyo”), a wholly-owned subsidiary of Google LLC (“Google”), and the entity or person agreeing to these terms ("Customer") and govern Customer's access to and use of the Pre-GA Services.

This Agreement is effective when Customer signs the Order Form or otherwise agrees to the Agreement (the "Effective Date"). If you are accepting on behalf of Customer, you represent and warrant that (i) you have full legal authority to bind Customer to this Agreement; (ii) you have read and understand this Agreement; and (iii) you agree, on behalf of Customer, to this Agreement.

  1. Provision of the Pre-GA Services.
    1. Pre-GA Services Use. During the Term, Cameyo will make available to Customer the Pre-GA Services in accordance with this Agreement. Customer may use the Pre-GA Services, and integrate the Pre-GA Services into any Customer Application that has material value independent of the Pre-GA Services, in accordance with this Agreement.
    2. Admin Console. If applicable, Customer will have access to the Admin Console, through which Customer may manage its use of the Pre-GA Services.
    3. Accounts. Customer must have an Account to use the Pre-GA Services and is responsible for the information it provides to create the Account, the security of its passwords for the Account (including any keys for Cameyo APIs) and for any use of its Account.
    4. Updates; Discontinuance; Termination.
      1. Pre-GA Services. The Pre-GA Services may be changed, suspended or discontinued at any time without prior notice to Customer. Cameyo may suspend or terminate Customer's use of the Pre-GA Services at any time with written notice to Customer.
      2. Agreement. Cameyo may make updates to this Agreement from time to time. Customer may stop using the Pre-GA Services or terminate this Agreement for convenience at any time. Customer's continued use of the Pre-GA Services after any update will constitute Customer's consent to such update. Cameyo will post any update to this Agreement to https://chromeenterprise.google/terms/cameyo-private-preview/.
  2. Customer Obligations.
    1. Compliance. Customer will (a) ensure that Customer and its End Users' use of the Pre-GA Services complies with this Agreement, (b) use commercially reasonable efforts to prevent and terminate any unauthorized use of, or access to, the Pre-GA Services, and (c) promptly notify Cameyo of any unauthorized use of, or access to, the Pre-GA Services, Account, or Customer's password of which Customer becomes aware. Cameyo reserves the right to investigate any potential violation of the AUP by Customer, which may include reviewing Customer Applications or Customer Data.
    2. Privacy. Customer is responsible for any consents and notices required to permit (a) Customer's use and receipt of the Pre-GA Services and (b) Cameyo's accessing, storing, and processing of data provided by Customer (including Customer Data, if applicable) under this Agreement.
    3. Restrictions. Customer will not, and will not allow End Users to, (a) copy, modify, or create a derivative work of the Pre-GA Services; (b) reverse engineer, decompile, translate, disassemble, or otherwise attempt to extract any or all of the source code of, the Pre-GA Services (except to the extent such restriction is expressly prohibited by applicable law); (c) sell, resell, sublicense, transfer, or distribute any or all of the Pre-GA Services; or (d) access or use the Pre-GA Services (i) for High Risk Activities; (ii) in violation of the AUP; (iii) to engage in cryptocurrency mining without Cameyo's prior written approval; (iv) to operate or enable any telecommunications service or in connection with any Customer Application that allows End Users to place calls or to receive calls from any public switched telephone network; (v) for materials or activities that are subject to the International Traffic in Arms Regulations (ITAR) maintained by the United States Department of State; (vi) in a manner that breaches, or causes the breach of, Export Control Laws; or (vii) to transmit, store, or process health information subject to United States HIPAA regulations.
    4. Documentation. Cameyo may provide Documentation for Customer's use of the Pre-GA Services.
    5. Copyright. Cameyo responds to notices of alleged copyright infringement and terminates the Accounts of repeat infringers in appropriate circumstances as required to maintain safe harbor for online service providers under the U.S. Digital Millennium Copyright Act.
    6. Third-Party Content Enforcement. If Customer's primary use of the Pre-GA Services is to host third-party content or facilitate the sale of goods or services between third parties on its platform, Customer will take the following steps to enforce compliance with the AUP: (a) publish policies defining what content is prohibited on its platform (e.g., illegal content); (b) maintain a publicly accessible method (e.g., webform or email alias) to receive notices of violation of that policy (in addition to a monitored communications channel for Cameyo); and (c) promptly review and address any such notices, and remove content where appropriate.
  3. Intellectual Property Rights; Protection and Use of Customer Data; Customer Feedback.
    1. Intellectual Property Rights. Except as expressly stated in this Agreement, this Agreement does not grant either party any rights, implied or otherwise, to the other's content or any of the other's intellectual property. As between the parties, Customer retains all Intellectual Property Rights in Customer Data and Customer Applications, and Cameyo retains all Intellectual Property Rights in the Pre-GA Services and Software.
    2. Protection of Customer Data. Cameyo’s then-current terms describing data protection and processing obligations with respect to Customer Data as stated in the Data Processing Addendum will apply to the Pre-GA Services as “Services” for purposes of the Data Processing Addendum. Cameyo will only access, use, and otherwise process Customer Data in accordance with the Data Processing Addendum and will not access, use, or process Customer Data for any other purpose, notwithstanding Section 3.3 below.
    3. Use of Customer Data. Cameyo may, and Customer will (including by collecting or providing any required consents or notices including from any End Users) ensure that Cameyo may, use any Customer Data (including Customer Personal Data, as defined in the Data Processing Addendum) to provide, test, analyze, develop and improve the Pre-GA Services and any Google products and services used with them without any restriction or obligation to Customer, any End User or any third party, other than as stated in this Agreement’s confidentiality provisions and below.
      1. Use Restriction. Unless authorized in writing by Cameyo, Customers may only use test or experimental data with the Pre-GA Services and are prohibited from using any “live” or production data in connection with the Pre-GA Services. The Pre-GA Services may not always perform as specified and may not be suitable for use in a production environment. Customer is responsible for protecting itself, its property and data, and others from any risks caused by Customer’s participation in the Pre-GA Services.
      2. Education Institutions. If Customer is an education institution, Customer is solely responsible for compliance with all laws and regulations that apply to Customer’s use of the Pre-GA Services and/or Third-Party Offerings, including laws such as the U.S. Family Educational Rights and Privacy Act (FERPA), Children's Internet Protection Act (CIPA), and the Children's Online Privacy Protection Act of 1998 (COPPA), Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC, the EU GDPR as amended and incorporated into UK law under the UK European Union (Withdrawal) Act 2018, if in force and the Federal Data Protection Act of 19 June 1992 (Switzerland) (as applicable) and any other applicable law that applies to the processing of students' data, including, but not limited to, obtaining parental consent concerning collection of students' personal information used in connection with the provisioning and use of the Pre-GA Services and/or Third Party Offerings by Customer.
    4. Customer Feedback. Customer may provide feedback and suggestions about the Pre-GA Services to Cameyo, and Cameyo and its Affiliates may use any feedback or suggestions provided without restriction and without obligation to Customer.
  4. Technical Support Services.
    1. By Customer. Customer is responsible for technical support of its Customer Applications.
    2. By Cameyo. Cameyo may provide TSS to Customer during the Term in accordance with the TSS Guidelines. For clarity, the Pre-GA Services are not covered by any service level agreement.
  5. Confidential Information.
    1. Obligations. The recipient will only use the disclosing party's Confidential Information to exercise the recipient's rights and fulfill its obligations under this Agreement, and will use reasonable care to protect against the disclosure of the disclosing party's Confidential Information. The recipient may disclose Confidential Information only to its and its Affiliates' employees, agents, subcontractors, or professional advisors ("Delegates") who need to know it and who have agreed in writing (or in the case of professional advisors are otherwise bound) to keep it confidential. The recipient will ensure that its Delegates use the received Confidential Information only to exercise rights and fulfill obligations under this Agreement.
    2. Required Disclosure. Notwithstanding any provision to the contrary in this Agreement, the recipient or its Affiliate may also disclose Confidential Information to the extent required by applicable Legal Process; provided that the recipient or its Affiliate uses commercially reasonable efforts to (a) promptly notify the other party before any such disclosure of its Confidential Information, and (b) comply with the other party's reasonable requests regarding its efforts to oppose the disclosure. Notwithstanding the foregoing, subsections (a) and (b) above will not apply if the recipient determines that complying with (a) and (b) could (i) result in a violation of Legal Process; (ii) obstruct a governmental investigation; or (iii) lead to death or serious physical harm to an individual.
    3. Raising Issues with Public Authorities. Nothing in this Agreement prevents a party from raising issues with any relevant public authority regarding non-compliance with the law. To the extent this section conflicts with any other part of this Agreement, this section will govern.
  6. Publicity. Neither party may use the other party's Brand Features or issue, publish, or present a press release, blog post, speech, social media post, or investor relations call or announcement discussing Customer's use of the Pre-GA Services or this Agreement without the written consent of the other party, except as expressly permitted in this Agreement. Cameyo may use Customer's name and Brand Features in online or offline promotional materials of the Pre-GA Services. Any use of a party's Brand Features will inure to the benefit of the party holding Intellectual Property Rights to those Brand Features.
  7. Representations and Warranties. Each party represents and warrants that (a) it has full power and authority to enter into this Agreement, and (b) it will comply with all laws applicable to its provision, receipt, or use of the Pre-GA Services, as applicable.
  8. Disclaimer. THE PRE-GA SERVICES ARE PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS OF ANY KIND. Except as expressly provided for in this Agreement, Cameyo does not make and expressly disclaims to the fullest extent permitted by applicable law (a) any warranties of any kind, whether express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular use, title, noninfringement, or error-free or uninterrupted use of the Pre-GA Services or Software; and (b) any representations about content or information accessible through the Pre-GA Services.
  9. Limitation of Liability.
    1. Limitation on Indirect Liability. To the extent permitted by applicable law and subject to Section 9.3 (Unlimited Liabilities), neither party will have any Liability arising out of or relating to this Agreement for any (a) indirect, consequential, special, incidental, or punitive damages or (b) lost revenues, profits, savings, or goodwill.
    2. Limitation on Amount of Liability. Cameyo's total aggregate Liability for damages arising out of or related to Pre-GA Services or Software is limited to $5,000.
    3. Unlimited Liabilities. Nothing in this Agreement excludes or limits either party's Liability for:
      1. its fraud or fraudulent misrepresentation;
      2. its obligations under Section 10 (Customer Indemnification Obligations);
      3. its infringement of the other party's Intellectual Property Rights; or
      4. matters for which liability cannot be excluded or limited under applicable law.
  10. Customer Indemnification Obligations. Customer will defend Cameyo and its Affiliates providing the Pre-GA Services and indemnify them against Indemnified Liabilities in any Third-Party Legal Proceeding to the extent arising from (a) any Customer Application, Customer Data, or Customer Brand Features; or (b) Customer's or an End User's use of the Pre-GA Services in breach of the AUP or Section 2.3 (Restrictions).
  11. Miscellaneous.
    1. Notices. Under this Agreement, notices to Customer must be sent to the Notification Email Address and notices to Cameyo must be sent to legal-notices@google.com. Notice will be treated as received when the email is sent. Customer is responsible for keeping its Notification Email Address current throughout the Term.
    2. Emails. The parties may use emails to satisfy written approval and consent requirements under this Agreement.
    3. Assignment. Neither party may assign any part of this Agreement without the written consent of the other, except to an Affiliate where (a) the assignee has agreed in writing to be bound by the terms of this Agreement, and (b) the assigning party has notified the other party of the assignment. Any other attempt to assign is void.
    4. Change of Control. If a party experiences a change of Control other than as part of an internal restructuring or reorganization (for example, through a stock purchase or sale, merger, or other form of corporate transaction), that party will give written notice to the other party within 30 days after the change of Control.
    5. Force Majeure. Neither party will be liable for failure or delay in performance to the extent caused by circumstances beyond its reasonable control, including acts of God, natural disasters, terrorism, riots, or war.
    6. Subcontracting. Cameyo may subcontract obligations under this Agreement but will remain liable to Customer for any subcontracted obligations.
    7. No Agency. This Agreement does not create any agency, partnership, or joint venture between the parties.
    8. No Waiver. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this Agreement.
    9. Severability. If any part of this Agreement is invalid, illegal, or unenforceable, the rest of this Agreement will remain in effect.
    10. No Third-Party Beneficiaries. This Agreement does not confer any benefits on any third party unless it expressly states that it does.
    11. Equitable Relief. Nothing in this Agreement will limit either party's ability to seek equitable relief.
    12. U.S. Governing Law.
      1. For U.S. City, County, and State Government Entities. If Customer is a U.S. city, county, or state government entity, then this Agreement will be silent regarding governing law and venue.
      2. For U.S. Federal Government Entities. If Customer is a U.S. federal government entity, then the following applies: ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PRE-GA SERVICES WILL BE GOVERNED BY THE LAWS OF THE UNITED STATES OF AMERICA, EXCLUDING ITS CONFLICT OF LAWS RULES. SOLELY TO THE EXTENT PERMITTED BY FEDERAL LAW, (I) THE LAWS OF THE STATE OF CALIFORNIA (EXCLUDING CALIFORNIA'S CONFLICT OF LAWS RULES) WILL APPLY IN THE ABSENCE OF APPLICABLE FEDERAL LAW; AND (II) FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PRE-GA SERVICES, THE PARTIES CONSENT TO PERSONAL JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE COURTS IN SANTA CLARA COUNTY, CALIFORNIA.
      3. For All Other Entities. If Customer is any entity not identified in Section 11.12(a) (U.S. Governing Law for U.S. City, County, and State Government Entities) or (b) (U.S. Governing Law for Federal Government Entities), then the following applies: ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PRE-GA SERVICES WILL BE GOVERNED BY CALIFORNIA LAW, EXCLUDING THAT STATE'S CONFLICT OF LAWS RULES, AND WILL BE LITIGATED EXCLUSIVELY IN THE FEDERAL OR STATE COURTS OF SANTA CLARA COUNTY, CALIFORNIA, USA; THE PARTIES CONSENT TO PERSONAL JURISDICTION IN THOSE COURTS.
    13. Amendments. Except as stated in Sections 1.4 (Updates; Discontinuance; Termination) any amendment must be in writing, signed by both parties, and expressly state that it is amending this Agreement.
    14. Survival. The following Sections will survive expiration or termination of this Agreement: Section 3 (Intellectual Property Rights; Protection and Use of Customer Data; Customer Feedback), Section 5 (Confidential Information), Section 8 (Disclaimer), Section 9 (Limitation of Liability), Section 10 (Customer Indemnification Obligations), and Section 11 (Miscellaneous).
    15. Entire Agreement. This Agreement sets out all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. In entering into this Agreement, neither party has relied on, and neither party will have any right or remedy based on, any statement, representation, or warranty (whether made negligently or innocently), except those expressly stated in this Agreement. The URL Terms are incorporated by reference into this Agreement. After the Effective Date, Cameyo may provide an updated URL in place of any URL in this Agreement.
    16. Conflicting Terms. If there is a conflict between the documents that make up this Agreement, the documents will control in the following order (of decreasing precedence): the Data Processing Addendum, the remainder of this Agreement (excluding the URL Terms), and the URL Terms (excluding the Data Processing Addendum).
    17. Headers. Headings and captions used in this Agreement are for reference purposes only and will have no effect on the interpretation of this Agreement.
    18. Conflicting Languages. If this Agreement is translated into any language other than English, and there is a discrepancy between the English text and the translated text, the English text will govern unless expressly stated otherwise in the translation. Unless otherwise specified, all references to "$" in this Agreement refer to United States dollars.
  12. Definitions.
    1. "Account" means Customer's Cameyo account.
    2. "Admin Console" means the online console(s) or dashboard provided by Cameyo to Customer for administering the Pre-GA Services. Use of the Google Admin Console may be subject to separate terms of service.
    3. "Affiliate" means any entity that directly or indirectly Controls, is Controlled by, or is under common Control with a party.
    4. "AUP" means Section 11.1 (Violations) of the Cameyo Master Services Agreement at https://cameyo.com/master-services-agreement.
    5. "Brand Features" means the trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each party, respectively, as secured by such party from time to time.
    6. "Confidential Information" means information that one party (or an Affiliate) discloses to the other party under or in connection with this Agreement, and which is marked as confidential or would normally under the circumstances be considered confidential information. It does not include information that is independently developed by the recipient, is rightfully given to the recipient by a third party without confidentiality obligations, or becomes public through no fault of the recipient. Subject to the preceding sentence, Customer Data is considered Customer's Confidential Information.
    7. "Control" means control of greater than 50 percent of the voting rights or equity interests of a party.
    8. "Customer Application" means a software program that Customer creates or hosts using the Pre-GA Services.
    9. "Customer Data" means data provided to Cameyo by Customer or its End Users through use of the Pre-GA Services and Software, and any unique output data that the Pre-GA Services or Software generates for Customer or its End Users.
    10. "Data Processing Addendum" means the then-current Cameyo Data Processing Addendum terms describing data processing and security obligations with respect to Customer Data, as described at https://cameyo.com/dpa/.
    11. "Documentation" means the Cameyo documentation (as may be updated from time to time) in the form generally made available to Customers for use with the Pre-GA Services, including at https://helpcenter.cameyo.com/support/solutions.
    12. "End Users" means the individuals who are permitted by Customer to use the Pre-GA Services. For clarity, End Users may include employees of Customer Affiliates and other authorized third parties.
    13. "Export Control Laws" means all applicable export and re-export control laws and regulations, including (a) the Export Administration Regulations ("EAR") maintained by the U.S. Department of Commerce, (b) trade and economic sanctions maintained by the U.S. Treasury Department's Office of Foreign Assets Control, and (c) the International Traffic in Arms Regulations ("ITAR") maintained by the U.S. Department of State.
    14. "Cameyo API" means any application programming interface provided by Cameyo as part of the Pre-GA Services.
    15. "High Risk Activities" means activities where the use or failure of the Pre-GA Services would reasonably be expected to lead to death, personal injury, or environmental or property damage (such as the creation or operation of nuclear facilities, air traffic control, life support systems, or weaponry).
    16. "HIPAA" means the Health Insurance Portability and Accountability Act of 1996 as it may be amended from time to time, and any regulations issued under it.
    17. "including" means including but not limited to.
    18. "Indemnified Liabilities" means any (a) settlement amounts approved by the indemnifying party, and (b) damages and costs finally awarded against the indemnified party by a court of competent jurisdiction.
    19. "Intellectual Property Rights" means current and future worldwide rights under patent, copyright, trade secret, trademark, and moral rights laws, and other similar rights.
    20. "Legal Process" means an information disclosure request made under law, governmental regulation, court order, subpoena, warrant, or other valid legal authority, legal procedure, or similar process.
    21. "Liability" means any liability, whether under contract, tort (including negligence), or otherwise, regardless of whether foreseeable or contemplated by the parties.
    22. "Notification Email Address" means the email address(es) designated by Customer in the Admin Console, or if none exists, the applicable Order Form.
    23. "Order Form" means the Cameyo Private Preview order form issued by Google under this Agreement and executed by Customer and Google.
    24. "Pre-GA Services" means the pre-general availability Cameyo self-hosted private preview services.
    25. "Pre-GA Services Start Date" means either the start date described in the Order Form or, in the absence of any such date, the date Cameyo makes the Pre-GA Services available to Customer.
    26. "Software" means any downloadable tools, software development kits, or other such computer software provided by Cameyo in connection with the Pre-GA Services, and any updates Cameyo may make to such Software from time to time, excluding any Third-Party Offerings.
    27. "Term" means the period of time starting on the Pre-GA Services Start Date for the Pre-GA Services and continuing for the period indicated on the Order Form unless terminated in accordance with this Agreement. The Term may be extended at Google's discretion.
    28. "Third-Party Offerings" means (a) third-party services, software, products, and other offerings that are not incorporated into the Pre-GA Services or Software, and (b) third-party operating systems.
    29. "Third-Party Legal Proceeding" means any formal legal proceeding filed by an unaffiliated third party before a court or government tribunal (including any appellate proceeding).
    30. "TSS" means the then-current technical support service provided by Cameyo to Customer under the TSS Guidelines.
    31. "TSS Guidelines" means Cameyo's technical support services guidelines then in effect for the Pre-GA Services available at https://helpcenter.cameyo.com/support/solutions/articles/80001100230. For clarity, the TSS excludes the SLO and will not autorenew.
    32. "URL Terms" means, collectively, the AUP, Data Processing Addendum, and TSS Guidelines.
  13. Regional Terms. Customer agrees to the following modifications to this Agreement if Customer's address is in the applicable region as described below:
    1. Latin America (all regions excluding Brazil)
      1. Section 11.12 (U.S. Governing Law) is replaced as follows:
        1. Governing Law. This Agreement is governed by California Law, excluding its conflict of laws rules.
        2. Arbitration.
          1. (1) "Dispute" means any contractual or non-contractual dispute regarding this Agreement, including its formation, validity, subject matter, interpretation, performance, or termination.
          2. (2) Settlement. The parties will try in good faith to settle any Dispute within 30 days after a party receives the first notice regarding the Dispute in accordance with Section 11.1 (Notices). If the parties are unable to resolve the Dispute within this 30-day period, either party may refer the Dispute to arbitration in accordance with Section (Arbitration).
          3. (3) Arbitration. The parties will refer all Disputes to final, binding arbitration under the rules of the International Centre for Dispute Resolution's International Arbitration Rules, subject to the International Expedited Procedures in force as of this Agreement's Effective Date, regardless of the amount in dispute in force as of this Agreement's Effective Date ("Rules"). The arbitration will be conducted in English by one arbitrator in Santa Clara County, California, USA, which will be the seat of arbitration.
          4. (4) Confidentiality. The arbitration is Confidential Information (including the arbitration's existence and any oral or written information related to it). However, the parties may disclose to a competent court information necessary to execute any arbitral decision, but only if the confidentiality of those materials is maintained in those judicial proceedings.
          5. (5) Non-Monetary Relief. The arbitrator(s) may only issue its award based on law, not in equity.
          6. (6) Fees and Expenses. Each party will bear its own lawyers' and experts' fees and expenses, regardless of the arbitrator's final decision regarding the Dispute.
    2. Asia Pacific (all regions excluding Australia, Japan, India, New Zealand, Singapore)
      1. Section 11.12 (U.S. Governing Law) is replaced as follows:
        1. Governing Law; Arbitration.
          1. (1) ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PRE-GA SERVICES (INCLUDING ANY DISPUTE REGARDING THE INTERPRETATION OR PERFORMANCE OF THIS AGREEMENT) ("Dispute") WILL BE GOVERNED BY THE LAWS OF THE STATE OF CALIFORNIA, USA, EXCLUDING CALIFORNIA'S CONFLICTS OF LAWS RULES.
          2. (2) The parties will try in good faith to settle any Dispute within 30 days after the Dispute arises. If the Dispute is not resolved within 30 days, it must be resolved by arbitration by the American Arbitration Association's International Centre for Dispute Resolution in accordance with its Expedited Commercial Rules in force as of the date of this Agreement ("Rules").
          3. (3) The parties will mutually select one arbitrator. The arbitration will be conducted in English in Santa Clara County, California, USA.
          4. (4) Either party may apply to any competent court for injunctive relief necessary to protect its rights pending resolution of the arbitration. The arbitrator may order equitable or injunctive relief consistent with the remedies and limitations in this Agreement.
          5. (5) Subject to the confidentiality requirements in Subsection (7) below, either party may petition any competent court to issue any order necessary to protect that party's rights or property; this petition will not be considered a violation or waiver of this governing law and arbitration section and will not affect the arbitrator's powers, including the power to review the judicial decision. The parties stipulate that the courts of Santa Clara County, California, USA, are competent to grant any order under this Subsection (5).
          6. (6) The arbitral award will be final and binding on the parties and its execution may be presented in any competent court, including any court with jurisdiction over either party or any of its property.
          7. (7) Any arbitration proceeding conducted in accordance with this Section 11.12 (Governing Law; Arbitration) will be considered Confidential Information under Section 5 (Confidential Information), including: (i) the existence of, (ii) any information disclosed during, and (iii) any oral communications or documents related to, the arbitration proceedings. In addition to the disclosure rights under Section 5 (Confidential Information), the parties may disclose the information described in this Subsection (7) to a competent court as may be necessary to file any order under Subsection (5) or execute any arbitral decision, but the parties must request that those judicial proceedings be conducted in camera (in private).
          8. (8) The parties will pay the arbitrator's fees, the arbitrator's appointed experts' fees and expenses, and the arbitration center's administrative expenses in accordance with the Rules. In its final decision, the arbitrator will determine the non-prevailing party's obligation to reimburse the amount paid in advance by the prevailing party for these fees.
          9. (9) Each party will bear its own lawyers' and experts' fees and expenses, regardless of the arbitrator's final decision regarding the Dispute.
    3. Asia Pacific - Australia
      1. A new Section 8.1 is added as follows:
        1. This Section 8.1 applies only if the Pre-GA Services are subject to statutory guarantees under the Australian Competition and Consumer Act 2010 ("ACCA"). Applicable laws, including the ACCA, may confer rights and remedies into this Agreement that cannot be excluded, and which are not excluded by this Agreement. To the extent that the applicable laws permit Cameyo to limit their operation, Cameyo's and its Affiliates' liability under those laws will be limited at its option, to the supply of the Pre-GA Services again.
      2. Section 11.12 (U.S. Governing Law) is amended by inserting the following text at the end of that Section: "IF APPLICABLE LAW PREVENTS A DISPUTE FROM BEING RESOLVED IN A CALIFORNIA COURT, THEN CUSTOMER MAY FILE THE DISPUTE IN CUSTOMER'S LOCAL COURTS. IF APPLICABLE LAW PREVENTS CUSTOMER'S LOCAL COURT FROM APPLYING CALIFORNIA LAW TO RESOLVE A DISPUTE, THEN THE DISPUTE WILL BE GOVERNED BY THE APPLICABLE LOCAL LAWS OF CUSTOMER'S COUNTRY, STATE, OR OTHER PLACE OF RESIDENCE."
      3. Section 11.15 (Entire Agreement) is amended by inserting the following text at the end of that Section: "Nothing in this Agreement excludes a party's liability for prior written or oral misrepresentation."
    4. Middle East, Africa - Algeria, Bahrain, Jordan, Kuwait, Libya, Mauritania, Morocco, Oman, Palestine, Qatar, Tunisia, Yemen, Egypt, United Arab Emirates and Lebanon
      1. A new Section 1.4(c) is added as follows:
        1. No requirement for Court Order. Both parties acknowledge and agree that a court order will not be required to give effect to any term or termination of this Agreement or of any Order Form.
      2. Section 11.12 (U.S. Governing Law) is replaced as follows:
        1. Governing Law; Arbitration.
          1. (1) ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PRE-GA SERVICES (INCLUDING ANY DISPUTE REGARDING THE INTERPRETATION OR PERFORMANCE OF THIS AGREEMENT) ("Dispute") WILL BE GOVERNED BY THE LAWS OF THE STATE OF CALIFORNIA, USA, EXCLUDING CALIFORNIA'S CONFLICTS OF LAWS RULES.
          2. (2) The parties will try in good faith to settle any Dispute within 30 days after the Dispute arises. If the Dispute is not resolved within 30 days, it must be resolved by arbitration under the Arbitration Rules of the London Court of International Arbitration (LCIA) ("Rules"), which Rules are deemed to be incorporated by reference to this Section.
          3. (3) The parties will mutually select one arbitrator. The arbitration will be conducted in English and the place and the legal seat of the arbitration will be the Dubai International Financial Center, DIFC, Dubai UAE.
          4. (4) Either party may apply to any competent court for injunctive relief necessary to protect its rights pending resolution of the arbitration. The arbitrator may order equitable or injunctive relief consistent with the remedies and limitations in this Agreement.
          5. (5) The arbitral award will be final and binding on the parties and its execution may be presented in any competent court, including any court with jurisdiction over either party or any of its property.
          6. (6) Any arbitration proceeding conducted in accordance with this Section 11.12 (Governing Law; Arbitration) will be considered Confidential Information under Section 5 (Confidential Information), including: (i) the existence of, (ii) any information disclosed during, and (iii) any oral communications or documents related to, the arbitration proceedings. In addition to the disclosure rights under Section 5 (Confidential Information), the parties may disclose the information described in this Subsection (6) to a competent court as may be necessary to execute any arbitral decision, but the parties must request that those judicial proceedings be conducted in camera (in private).
          7. (7) The parties will pay the arbitrator's fees, the arbitrator's appointed experts' fees and expenses, and the arbitration center's administrative expenses in accordance with the Rules. In its final decision, the arbitrator will determine the non-prevailing party's obligation to reimburse the amount paid in advance by the prevailing party for these fees.
          8. (8) Each party will bear its own lawyers' and experts' fees and expenses, regardless of the arbitrator's final decision regarding the Dispute.

Follow us