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THESE ELASTIC PUBLIC TRAINING TERMS OF SERVICES (THE "TERMS") ARE PART OF A LEGAL CONTRACT BETWEEN THE ELASTIC ENTITY IDENTIFIED ACCORDINGLY IN SECTION 11 OF THIS AGREEMENT ("ELASTIC") AND PERSONS OR ENTITIES ("CUSTOMER") REGISTERING TO ATTEND AN ELASTIC IN-PERSON TRAINING COURSE (THE "SERVICES") AND/OR PURCHASING THE SERVICES.
THE TERMS, TOGETHER WITH ANY ADDITIONAL TERMS AND CONDITIONS AND/OR POLICIES REFERENCED AND INCORPORATED HEREIN, OR WHICH INCORPORATE THESE TERMS AND CONDITIONS, PROVIDE ALL OF THE TERMS AND CONDITIONS INCLUDED IN A LEGALLY BINDING CONTRACT BETWEEN CUSTOMER AND ELASTIC (THE "AGREEMENT"). THE AGREEMENT GOVERNS THE USE OF THIS SITE, HTTPS://WWW.ELASTIC.CO, TO REGISTER FOR THE SERVICES AND THE ACCESS AND USE OF THE SERVICES. IF CUSTOMER REGISTERS FOR AND/OR PURCHASES THE SERVICES ON BEHALF OF AN ENTITY, CUSTOMER HEREBY REPRESENTS AND WARRANTS TO ELASTIC THAT CUSTOMER HAS THE ACTUAL AUTHORITY TO BIND SUCH ENTITY TO THE AGREEMENT. ELASTIC RESERVES THE RIGHT TO CHANGE THE TERMS AND CONDITIONS OF THIS AGREEMENT BY POSTING MODIFIED TERMS AND CONDITIONS, ALONG WITH AN EFFECTIVE DATE FOR MODIFIED TERMS. OTHERWISE, CUSTOMER AGREES THAT THE AGREEMENT BETWEEN CUSTOMER AND ELASTIC MAY ONLY BE MODIFIED BY A WRITTEN AMENDMENT SIGNED BY AN AUTHORIZED EXECUTIVE OF ELASTIC.
IF CUSTOMER DOES NOT AGREE WITH ANY OF THE TERMS IN THE AGREEMENT, CUSTOMER MAY NOT USE THE SITE NOR MAY CUSTOMER PURCHASE, REGISTER FOR, OR USE THE SERVICES. BY USING THE SITE AND PURCHASING, REGISTERING FOR OR USING THE SERVICES, CUSTOMER IRREVOCABLY AGREES TO ALL OF THE TERMS AND CONDITIONS OF THE AGREEMENT APPLICABLE TO SUCH ACTIVITY.
EFFECTIVE DATE: 1 SEPTEMBER 2020
- 1. SERVICES. Customer may purchase Services from Elastic by registering and making payment via the online shopping cart at training.elastic.co by credit card or by purchase order, in either case, where the purchase and delivery of the Services is governed by the terms and conditions of this Agreement. Elastic agrees to use commercially reasonable efforts to perform such Services in accordance with this Agreement. Services are only for Customer's internal use and Customer may not use the Services to supply any consulting, support or training services to any third party. The Services shall be performed by persons ("Trainers") who in the reasonable judgment of Elastic are appropriately qualified to perform such Services. All Services are Commercial Items as that term is defined in the Federal Acquisition Regulation (FAR) at 48 C.F.R. 2.101.
- 2. PAYMENT AND TAXES.
- 2.1 Payment via Credit Card. Customer is required to pay a fee for the right to attend the Services. If Customer is paying via the online shopping cart, Customer must provide a valid credit card, as well as name and address, to Elastic's payment processor in order to purchase the Services. Customer acknowledges and agrees that any credit card and related billing and payment information that Customer provides to Elastic may be shared by Elastic with companies who work on Elastic's behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to Elastic and servicing Customer's Account. Elastic shall not be liable for any use or disclosure of such information by such third parties. All payments are non-refundable.
- 2.2 Payment via Purchase Order. If purchasing the Services by purchase order, Customer agrees to pay Elastic the fees stated during the checkout process of the online shopping cart. Unless otherwise specified in writing between Elastic and Customer, all invoices will be paid in the local currency as set forth on the applicable invoice or checkout page and are due upon receipt. Payments will be made without right of set-off or chargeback. If Customer does not pay the invoices when due, Elastic may charge interest at one percent (1%) per month on the unpaid balance, except that for Customers who are federal government entities, payment shall be made in accordance with the Prompt Payment Act (31 U.S.C. 3901) and applicable prompt payment regulations. All payments are non-refundable.
- 2.3 Taxes. All amounts payable by Customer to Elastic under this Agreement are exclusive of any tax, levy or similar governmental charge that may be assessed by any jurisdiction, whether based on gross revenue, the provision of Services, the execution or performance of this Agreement or otherwise, and including without limitation all sales, use, excise, import or export, value added, governmental permit fees, license fees, and customs; provided, however, that Customer shall have no liability for any net income, net worth or franchise taxes assessed on Elastic by the United States or any state thereof. Customer will pay Elastic all applicable sales, use, and excise taxes levied upon the delivery or use of the taxable Services described in this Agreement, unless Customer provides Elastic a valid state sales/use/excise tax exemption certificate or Direct Pay Permit. Customer will pay all applicable value added or other tax or duty, and all government permit, withholding or license fees, and custom or similar fees, levied upon the delivery or use of Services described in this Agreement.
- 3. CUSTOMER'S OBLIGATIONS.
- 3.1 General. Where an individual is purchasing the Services on his or her own behalf and will be participating in the training himself or herself, references in this Agreement to the term "Participant" as well as the term "Customer" mean such individual. Where an individual is participating in the training as an employee, agent or designee of another entity that is purchasing the training on his or her behalf, references in this Agreement to the term "Participant" mean the individual participating in the training and references to "Customer" mean the entity that is purchasing the Services. In such case, Customer shall ensure that Participant complies with the provisions of this Agreement applicable to both Participants and Customers.
- 3.3 Services Laboratory Set Up. In connection with accessing the Services, Participants may be required to set up a laboratory environment. Elastic will provide Customer or Participants with links and instructions for obtaining the required components to install and set up the laboratory environment, but it is Customer’s and/or Participant’s (as applicable) responsibility to properly install and configure such components.
- 3.4 Participant Conduct. Each Participant must be: (i) appropriately qualified to participate; (ii) arrive on time for training and in any event not later than twenty minutes after its scheduled start time; (iii) do not conduct themselves in an anti-social manner that could reasonably be considered contrary to Customer's applicable employment rules and policies. Trainers shall have the right in their reasonable discretion to exclude from a training session any person in breach of subsections (i)-(iii) of this Section 3.3.
- 4. MONITOR RIGHTS. Elastic shall have the right to verify Customer's right and/or the right of any Participant to attend a course and monitor Customer's and/or any Participant's progress and access to and use of the Services for compliance with any limitations on Customer's use of the Services that are set forth in this Agreement. In the event any such monitoring reveals that Customer and/or any Participant has used the Services in excess of the limitations set forth in this Agreement Customer agrees to promptly pay to Elastic an amount equal to the difference between the fees actually paid and the fees that Customer should have paid to remain in compliance with such limitations.
- 5. OWNERSHIP OF MATERIALS; LICENSE GRANT.
- 5.1 Ownership of Materials. Customer acknowledges that it and its Participant(s) may acquire proprietary information and materials about the business, products, services and programming techniques of Elastic and agrees that all such information and materials acquired are the confidential information of Elastic ("Confidential Training Information"). Customer agrees and shall require that its Participant(s) agree to protect and not to disclose or use the Confidential Training Information except as expressly permitted under the Agreement. Elastic training courses and training materials including, without limitation, lectures, speeches, quizzes, presentation materials, homework assignments, programming assignments, code samples, and other educational materials and tools made available to Participant through the Services ("Materials"), and all worldwide intellectual property rights therein, as the same may be amended and/or extended, including the copyright, are wholly owned solely by Elastic, who shall retain all right title and interest in and to all Materials. A Participant shall be entitled to access, download, internally use and display all Materials provided by Elastic to Participant as necessary to utilize the Services that Customer has purchased, but without any other license to exercise any of the intellectual property rights therein, all of which are hereby strictly reserved to Elasticsearch. In particular and without limitation, Materials may not be copied electronically or otherwise (except for purposes of internal distribution within Customer’s organization and for archival purposes), modified including translated, re-distributed, disclosed to third parties (other than to Customer affiliates and contractors providing services to Customer that do not compete with the Services), lent, hired out, made available to the public, sold, offered for sale, shared, or transferred in any other way. The use of any Materials will be limited to use by the specific Participants to whom the services are provided. All Elastic trademarks, trade names, logos and notices present on the Materials shall be preserved and not deliberately defaced, modified or obliterated except by normal wear and tear. Neither Customer nor any of its Participants shall use any Elastic trademarks without Elastic's express written authorization.
- 5.2 License Grant. Subject to the terms and conditions of this Agreement, including complete payment of any and all applicable fees, Elastic agrees to grant, and does hereby grant to Participant a limited, non-exclusive, non-transferable, fully paid up, right and license (without the right to grant or authorize sublicenses) to access, download, internally use and display the Material as necessary to participate in the Services that Customer has purchased.
- 6. CONFIDENTIALITY
- 6.1 Confidential Information. Both parties acknowledge that, in connection with this Agreement, they may obtain information relating to products (such as goods, services, and software) of the other party, or relating to the parties themselves, which is of a confidential and proprietary nature ("Confidential Information"). Confidential Information includes, Elastic software, documentation, Confidential Training Information, the Materials and all communications concerning Elastic's or Customer's business and marketing strategies including but not limited to employee and customer lists, customer profiles, project plans, design documents, product strategies and pricing data, research, advertising plans, leads and sources of supply, development activities, design and coding, interfaces with Elastic software, anything provided by Elastic in connection with its warranty obligations under this Agreement, including, without limitation, computer programs, technical drawings, algorithms, know-how, formulas, processes, ideas, inventions (whether patentable or not), schematics and other technical plans and other information of the parties which by its nature can be reasonably expected to be proprietary and confidential, whether it is presented in oral, printed, written, graphic or photographic or other tangible form (including information received, stored or transmitted electronically) even though specific designation as Confidential Information has not been made.
- 6.2 Non-use and Non-disclosure. The parties shall at all times, both during the term of this Agreement and thereafter keep in trust and confidence all Confidential Information of the other party and shall not use such Confidential Information other than as necessary to carry out its duties under this Agreement, nor shall either party disclose any such Confidential Information to third parties without the other party's prior written consent.
- 6.3 Non-Applicability. The obligations of confidentiality shall not apply to information which (i) has entered the public domain except where such entry is the result of a party's breach of this Agreement; (ii) prior to disclosure hereunder was already in the receiving party's possession without restriction; (iii) subsequent to disclosure hereunder is obtained by the receiving party on a non-confidential basis from a third party who has the right to disclose such information; or (iv) was developed by the receiving party without use of the Confidential Information. In addition, nothing in this Section 7 shall be deemed to prevent a party from disclosing information as required by law, regulation or a court order.
- 6.4 Terms of this Agreement. Except as required by law or governmental regulation, neither party shall disclose, advertise, or publish the terms and conditions of this Agreement without the prior written consent of the other party, except that either party may disclose the terms of this Agreement to potential acquirers, accountants, attorneys and parent organizations pursuant to the terms of a non-disclosure or confidentiality agreement, or to potential investors.
- 6.5 Disclosure Required by Law. Notwithstanding anything to the contrary herein, each party may comply with an order from a court or other governmental body of competent jurisdiction and disclose the other party's Confidential Information in compliance with that order only if such party: (i) gives the other party prior notice to such disclosure if the time between that order and such disclosure reasonably permits or, if time does not permit, gives the other party notice of such disclosure promptly after complying with that order and (ii) fully cooperates with the other party, at the other party's cost and expense, in seeking a protective order, confidential treatment, or taking other measures to oppose or limit such disclosure. Each party must not release any more of the other party's Confidential Information than is reasonably necessary to comply with an applicable order.
- 7. LIMITED WARRANTY, WARRANTY DISCLAIMER.
- 7.1 Service Warranty and Remedy. Elastic warrants that it will perform the Services in a workmanlike manner consistent with generally accepted industry practice. In the event of a breach of the foregoing warranty, Elastic's sole obligation and Customer's exclusive remedy, shall be for Elastic to re-perform the applicable Services.
- 7.2 Warranty Disclaimer and Limitations. EXCEPT FOR THE FOREGOING LIMITED WARRANTY, THE SERVICES ARE PROVIDED "AS-IS" AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT, ALL OF WHICH ARE HEREBY EXCLUDED TO THE MAXIMUM EXTENT PERMITTED BY LAW. THE QUALITY (E.G., THE RESOLUTION) OF STREAMING CONTENT, AS WELL AS THE DOWNLOAD SPEED OF DOWNLOADABLE CONTENT, MAY BE AFFECTED BY A VARIETY OF FACTORS SUCH AS PARTICIPANT’S LOCATION, THE CONTENT BEING STREAMED OR DOWNLOADED AND THE SPEED OF PARTICIPANT’S INTERNET CONNECTION.
- 7.3 Additional Disclaimer. WITHOUT LIMITING THE FOREGOING, ELASTIC DOES NOT WARRANT THAT (i) THE SERVICES OR MATERIALS WILL MEET CUSTOMER'S REQUIREMENTS OR EXPECTATIONS OR ACHIEVE THE INTENDED PURPOSES, (ii) THE INFORMATION OR MATERIALS OBTAINED THROUGH THE SERVICES, WILL BE ACCURATE, COMPLETE, CURRENT, ERROR-FREE, COMPLETELY SECURE OR RELIABLE, OR (iii) THAT DEFECTS IN OR ON THE SERVICES OR MATERIALS WILL BE CORRECTED.
- 7.4 Disclaimer of Certain Damages. IN NO EVENT SHALL ELASTIC BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, BREACH OF SECURITY, LOSS OR INACCURACY OF DATA OR DOCUMENTS, COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, OR FOR ANY PUNITIVE, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE PERFORMANCE OF OR FAILURE TO PERFORM THIS AGREEMENT, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORTIOUS CONDUCT, INCLUDING NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY EVEN IF ELASTIC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- 7.5 Damages Cap. IN NO EVENT SHALL ELASTIC'S AGGREGATE, CUMULATIVE LIABILITY UNDER THIS AGREEMENT EXCEED THE FEE AMOUNT PAID BY CUSTOMER. THE EXISTENCE OF MULTIPLE CLAIMS SHALL NOT EXPAND OR INCREASE THE FOREGOING LIMITATION.
- 7.6 Risk Allocation. CUSTOMER AGREES THAT THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS ARE A REASONABLE ALLOCATION OF THE RISK BETWEEN THE PARTIES AND WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS IN ITS ESSENTIAL PURPOSE OR OTHERWISE.
- 8. LIMITATION OF LIABILITY.
- 8.1 Disclaimer of Certain Damages. IN NO EVENT SHALL ELASTIC BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OR INACCURACY OF DATA OR DOCUMENTS, COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, OR FOR ANY PUNITIVE, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE PERFORMANCE OF OR FAILURE TO PERFORM THIS AGREEMENT, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORTIOUS CONDUCT, INCLUDING NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- 8.2 Damages Cap. IN NO EVENT SHALL ELASTIC'S AGGREGATE, CUMULATIVE LIABILITY WITH RESPECT TO ANY SUBSCRIPTION UNDER THIS AGREEMENT EXCEED THE AMOUNT PAID OR PAYABLE TO ELASTIC WITH RESPECT TO SUCH SUBSCRIPTION. THE EXISTENCE OF MULTIPLE CLAIMS SHALL NOT EXPAND OR INCREASE THE FOREGOING LIMITATION.
- 8.3 Risk Allocation. CUSTOMER AGREES THAT THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS ARE A REASONABLE ALLOCATION OF THE RISK BETWEEN THE PARTIES AND WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS IN ITS ESSENTIAL PURPOSE OR OTHERWISE.
- 9. TERM. Unless earlier terminated in accordance with this Section 10, this Agreement will remain in effect until both parties' obligations are fully discharged. Either party may terminate this Agreement upon written notice to the other party in the event that such other party fails to cure a material breach of this Agreement within a reasonable period of receiving written notice of such breach. Elastic may terminate this Agreement immediately upon written notice to Customer in the event that Customer fails to timely pay any amounts due hereunder. Upon the expiration or termination of this Agreement, Sections 2, 5.1, 6, 7, 8, 9, 10, 11 and 13 will survive. If Customer wishes to reschedule any Services it must provide Elastic with not less than fourteen (14) days' written notice thereof. No fee credits will be issued for late rescheduling. Elastic does not guarantee that the Services will be available in the same location or the same calendar year if Customer chooses to reschedule the Services. If Elastic wishes to reschedule any Services due to unforeseen instructor sickness or personal emergency it may do so upon reasonable notice which may be immediate where necessitated by circumstances.
- 10. PERSONAL DATA.
- 10.1 Compliance with Privacy Law. The parties shall comply with all obligations under applicable law as regards the storage, processing, transmission and protection of personal data, and shall not do nor permit to be done on their own behalves anything which breaches the foregoing obligation.
- 10.2 Participant Privacy. Customer acknowledges that as part of Customer's and/or Participant's use of the Services, Elastic will obtain certain information about Participants, which may include personal data, and may be requires to transmit such information to third parties in order to provide the Services. Customer shall make such disclosures, obtain such consents and provide such choices regarding the disclosure and use of Participant personal data as may be required for compliance with any applicable law, rule or regulation. This Agreement does not create any legal relationship between Customer and/or Participant and any of Elastic's third party providers necessary to provide the Services. Customer agrees to the Elastic Privacy Statement which can be found at https://www.elastic.co/legal/privacy-statement.
- 10.3 California Consumer Privacy Act. Elastic is a Service Provider as such term is defined under §1798.140(v) of the California Consumer Privacy Act ("CCPA"), and not a Third Party as such term is defined in §1798.140(w) of the CCPA. Customer is not selling Personal Information, as defined by §1798.140(o) of the CCPA, to Elastic and prohibits Elastic from selling any Personal Information received from Customer. Furthermore, Customer prohibits Elastic from retaining, using or disclosing any Personal Information received from Customer during the Term of this Agreement for any purpose other than the specific purpose of performing the Services specified in this Agreement or for such other commercial purpose as is specified in this Agreement, including any amendments hereto.
- 11. GOVERNING LAW, JURISDICTION AND VENUE; CONTRACTING ELASTIC ENTITY. Customer is contracting with the. Elastic entity listed in the table below based upon the location of the Service. This Agreement shall be construed exclusively in accordance with the applicable governing law listed in the table below without regard to conflict of law rules. All suits will be brought in the corresponding court(s) listed in the table below, and each party consents to personal jurisdiction and venue therein. This Agreement shall not be governed by the 1980 UN Convention on Contracts for the International Sale of Goods. The Uniform Computer Information Transactions Act (UCITA) does not apply to this Agreement regardless of when or where adopted. A breach or threatened breach, by either party of Section 7 may cause irreparable harm for which damages at law may not provide adequate relief, and therefore the non-breaching party shall be entitled to seek injunctive relief without being required to post a bond.
If the Services are performed by Elastic in: Customer is contracting with: The governing
The court(s) having
exclusive jurisdiction are:
Australia Elasticsearch Pty Ltd New South Wales New South Wales Canada Elasticsearch B.C. Ltd Canada Province of Ontario France Elasticsearch SARL France Paris Germany Elasticsearch GmbH Federal Republic of Germany Munich, Germany Hong Kong, China Elasticsearch HK Ltd Hong Kong Arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre Japan Elasticsearch KK Japan Tokyo District Court Korea Elasticsearch Korea Ltd Republic of Korea Seoul Central District Court Norway Elasticsearch AS Norway Oslo District Court Singapore Elasticsearch Pte Ltd Singapore Arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre Spain Elasticsearch, S.L.U. Spain City of Barcelona Sweden Elasticsearch AB Sweden Stockholm District Court Switzerland Elasticsearch (CH) AG Switzerland Zurich, Switzerland The Netherlands Elasticsearch BV Dutch law Amsterdam, The Netherlands United Kingdom Elasticsearch Limited England & Wales.
The provisions of the Contracts (Rights of Third Parties) of 1999 is hereby excluded.
England & Wales United States of America Elasticsearch, Inc. State of California, United States Federal Court for the Northern District of California, or if that court lacks subject matter jurisdiction, in any California State Court in Santa Clara County United States of America for the Federal Government Elasticsearch Federal Inc. State of Delaware, United States Federal Court for the District of Delaware, or if that court lacks subject matter jurisdiction, in any Delaware State Court in Wilmington, Delaware Another country not listed here Elasticsearch BV Dutch law Amsterdam, The Netherlands
- 12. EXPORT COMPLIANCE. Customer acknowledges that the Services and technologies related thereto are subject to the Export Administration Regulations ("EAR") (15 C.F.R. Parts 730-774 (2010)) and the economic sanctions regulations and guidelines of the U.S. Department of the Treasury, Office of Foreign Assets Control. Customer is now and will remain in the future compliant with all such export control laws and regulations, and will not export, re-export, otherwise transfer any Elastic goods, software or technology or disclose any Elastic software or technology to any person contrary to such laws or regulations.
- 13. GENERAL. Customer consents to Elastic's identification of Customer as a user of the Services, on its website, through a press release and in other promotion materials. Nothing contained in this Agreement shall be construed to make either Party an agent, partner, joint venturer, or representative of the other for any purpose. Elastic may sub-contract the performance of its obligations under this Agreement. Customer and/or Participant shall not assign any of their rights and/or obligations under this Agreement in whole or in part to any third party other than an acquiring, acquired or merging entity, without the express written consent of Elastic. Except as expressly stated herein to the contrary, all notices and other communications required or permitted to be given under this Agreement shall be in writing and shall be delivered or transmitted to the intended recipient's address as either party may notify to the other for this purpose from time to time in writing. Any notice may be sent by email and shall be treated as having been served: on delivery if delivered by hand; upon receipt if sent by pre-paid registered mail or overnight courier; and on confirmation of transmission if sent by email. E-mail notices sent to Elastic should be sent to firstname.lastname@example.org. This Agreement shall be binding upon and inure to the benefit of the parties' permitted successors and assigns. This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof, notwithstanding any different or additional terms that may be contained in the form of purchase order or other document used by Customer to place orders or otherwise effect transactions hereunder, which such terms are hereby rejected. This Agreement supersedes all prior or contemporaneous discussions, proposals and agreements between the parties relating to the subject matter hereof. No amendment, modification or waiver of any provision of this Agreement will be effective unless in writing and signed by both parties. If any provision of this Agreement is held to be invalid or unenforceable, the remaining portions will remain in full force and effect and such provision will be enforced to the maximum extent possible so as to effect the intent of the parties and will be reformed to the extent necessary to make such provision valid and enforceable. No waiver of rights by either party may be implied from any actions or failures to enforce rights under this Agreement. Neither party will be liable to the other for any delay or failure to perform due to causes beyond its reasonable control (excluding payment of monies due). Unless otherwise specifically stated, the terms of this Agreement are intended to be and are solely for the benefit of Elastic and Customer and do not create any right in favor of any third party.
- 14 CONTACT US. Please direct all questions about the Services to email@example.com. Please note that e-mail communications will not necessarily be secure; accordingly do not include credit card information or other sensitive information in any e-mail correspondence with Elastic.