Kernel LLC Terms and Conditions as a distributor of Yubico Products
Prices in the online store:are not subject to VAT (except for countries in which the Kernel office is registered), sales tax, import and customs duties. In other case, VAT or sales tax will be added to the cost before order confirmation To clarify what import duties and taxes may be added to the order amount, please contact [email protected] to clarify the details.
Sales company: sales will be carried out through the following company:
- ТОВ Кернел (Кернел – Україна)
The sales company will be determined before the order confirmation.
By buying any of Yubico products from the kernel or any of its partners, resellers or distributors, you are accepting terms and conditions of the manufacturer.
Yubico Terms and Conditions of Sale and License
The following Terms and Conditions shall be incorporated into each contract for the sale and purchase of YubiKey and YubiHSM (“Product/s“) between Yubico and you and shall govern each such sale and purchase and the use of the Products as well as your access to and use of the Yubico validation service (“Service” or “YubiCloud“).
IMPORTANT LEGAL NOTICE: THIS IS A LEGALLY BINDING AGREEMENT (HEREINAFTER, THE “AGREEMENT”) BETWEEN YOU AND YUBICO. IS LEGALLY MANDATORY. BY USING THE PRODUCT OR THE SERVICE OR CLICKING “AGREE” (IF YOU ARE PURCHASING THE PRODUCT FROM A WEBSITE), YOU ARE STATING THAT YOU FULLY UNDERSTAND, AGREE TO BE BOUND BY AND ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT.
IF YOU ARE ACCEPTING THIS AGREEMENT ON BEHALF OF A COMPANY IDENTIFIED IN THE RELEVANT ORDER FORM, YOU HEREBY REPRESENT THAT YOU ARE AUTHORIZED TO DO SO.
IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT, YOU MAY NOT USE THE PRODUCT OR THE SERVICE YUBICO, AND THE ORIGINAL PURCHASER OF THE PRODUCT MAY RETURN IT TO YUBICO WITHIN THIRTY (30) DAYS OF THE DATE OF DELIVERY TO THE ORIGINAL PURCHASER (WITH THE ORIGINAL SALES RECEIPT AND ALL ORIGINAL PACKAGING AND DOCUMENTATION) FOR A FULL REFUND OF THE PURCHASE PRICE.
WE MAY PROCESS YOUR PERSONAL DATA IN RELATION TO THE PERFORMANCE OF THE AGREEMENT. FOR MORE INFORMATION REGARDING OUR PROCESSING OF YOUR PERSONAL DATA AND YOUR RIGHTS IN RELATION THERETO, PLEASE SEE OUR PRIVACY AND COOKIE NOTICE.
The terms and conditions of this Agreement shall be incorporated into each contract between Yubico and you for the purchase and sale of the Product, and shall govern each such purchase and sale and the use of the Product and Service.
As used herein, “Yubico” means the Yubico entity, Yubico, Inc., USA or Yubico AB, Sweden, that supplied the Product to you, “Product” means YubiKey or YubiHSM, as applicable, and “Service” means the YubiCloud one-time password validation service.
- Limited Warranty. Yubico warrants that the Product will be free from defects in material and workmanship for a period of one (1) year from the date of delivery to the original purchaser (the “Warranty Period”). If a defect in material or workmanship arises within the Product during the Warranty Period and the Product is returned to Yubico within the Warranty Period, Yubico will, at its sole option and subject to applicable laws: (a) repair or replace any defective Product with a new or refurbished product; or (b) refund the original purchase price of the Product. The Warranty Period for any repaired or replacement Product will persist for the longer of the remainder of the original one (1) year Warranty Period or ninety (90) days from the date the repaired or replacement product is shipped to the user. This Paragraph A sets forth Yubico’s sole obligation and your sole remedy for any breach of the Limited Warranty.
- Restrictions. The Limited Warranty extends only to the original purchaser of the Product and is non-transferable. The Limited Warranty does NOT apply to a Product that: (a) is altered or modified, other than by Yubico; (b) is not maintained in a normal and customary fashion or is operated outside of Yubico’s recommended guidelines; (c) has been subjected to abnormal physical or electrical stress, misuse, negligence or accident; (d) has had its original serial number altered or removed, other than as a result of normal wear and tear; or (e) Yubico has provided free of charge. In no event does Yubico warrant that the Product is error-free, will operate properly or at all in all computer environments and configurations, or that you will be able to operate the Product without problems or interruptions. Yubico does not warrant that the Product or any equipment, system or network on which the Product is used will be free of vulnerability to intrusion or attack.
- Grant of License. The Product may contain certain object code software deployed onto its secure hardware prior to delivery to the user (“Firmware”) and/or provided separately for use with the Product (“Driver Code”) (“collectively, “Software”). Yubico grants you a personal, non-exclusive, non-sublicensable, non-assignable and non-transferable license to use the Software solely as part of your use of the Product and in accordance with the terms and conditions of this Agreement. You may use the Firmware only as originally deployed onto the Product. You may not separate the Firmware from the remainder of Product or use the Software on another device. You may not distribute, license, sell, rent, or otherwise provide the Software to third parties.
- Rights Protection. The Software is licensed not sold. All titles to the Software and other Yubico intellectual property rights related to the Software such as, but not limited to, copyright, trade secrets, patents, trademarks and service marks, shall at all times remain with Yubico and its licensors as applicable. You agree that the techniques, ideas, algorithms, design, concepts, code, and processes contained or enabled in the Product constitute Yubico’s intellectual property rights and are subject to confidentiality protection. As such, you agree not to reverse engineer, disassemble or decompile, or otherwise attempt to derive the source code for, or perform cryptographic analysis upon, the Product to the extent this restriction is permitted by law.
- Compliance with Laws. In connection with the use and transport of the Product, including the Software, you shall comply with all applicable export, import, and other relevant laws of any applicable jurisdiction. Determination of the applicable law is your responsibility. You acknowledge and understand that the Product, including the Software, is cryptographic in nature and that it therefore is highly regulated. You are strictly prohibited from exporting, re-exporting or importing the Product and/or Software, regardless of method, without first complying with all applicable government use, import, and export laws, rules, regulations, and orders, and obtaining any necessary approvals or permits. Obtaining any necessary export or import approval for the Product is your responsibility.
- Warranty Disclaimer. THE SERVICE IS PROVIDED FREE OF CHARGE AND “AS IS” WITHOUT ANY REPRESENTATIONS OR WARRANTIES WHATSOEVER. WITH RESPECT TO THE PRODUCT, INCLUDING THE SOFTWARE, ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE LIMITED TO THE DURATION OF THE APPLICABLE EXPRESS LIMITED WARRANTY. ALL OTHER STATUTORY AND IMPLIED CONDITIONS, REPRESENTATIONS AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF NON-INFRINGEMENT, ARE DISCLAIMED. Some jurisdictions do not allow limitations on how long an implied warranty lasts, so the above limitation may not apply to you. The Limited Warranty gives you specific legal rights, and you may also have other rights which vary by jurisdiction.
TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT WILL YUBICO OR ITS AFFILIATES BE LIABLE FOR ANY LOST DATA OR UNAUTHORIZED ACCESS TO COMPUTER SYSTEMS, DATA OR OTHER INFORMATION.
EXCEPT AS EXPRESSLY PROVIDED HEREIN, YUBICO PROVIDES THE PRODUCT “AS IS.” . BY USING THE PRODUCT, THE USER ASSUMES ALL RESPONSIBILITY FOR AND RISK OF USE OF THE PRODUCT. WITHOUT LIMITING THE SCOPE OF THE FOREGOING, YUBICO DOES NOT WARRANT THAT THE PRODUCT OR THE SERVICE WILL FUNCTION WITHOUT DEFECTS OR THAT THE PRODUCT OR THE SERVICE IS OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL MECHANISMS OR THAT ALL PROGRAMMING ERRORS CAN BE FOUND IN ORDER TO BE CORRECTED. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND CONSISTENT WITH THIS AGREEMENT, YUBICO DISCLAIMS ANY LIABILITY OR RESPONSIBILITY FOR THE ACCURACY, ERRORS, OMISSIONS, COMPLETENESS, OR USEFULNESS OF THE PRODUCT, THE SERVICE, AND ANY SOFTWARE, PROCEDURE, METHOD, APPARATUS, TECHNICAL SUPPORT OR PROCESS PROVIDED TO YOU IN ASSOCIATION WITH THIS AGREEMENT. YUBICO, ITS AFFILIATES, LICENSORS, EMPLOYEES, DISTRIBUTORS AND RESELLERS DO NOT ASSUME ANY RESPONSIBILITY FOR LOSS OR DAMAGES RESULTING FROM THE USE OF THE PRODUCT, THE SERVICE OR ANY INFORMATION CONTAINED IN ANY DOCUMENTATION PROVIDED TO USER.
- Limitation of Liability. IN NO EVENT WILL YUBICO’S AND ITS AFFILIATES’, AND ITS AND THEIR SUPPLIERS’, DISTRIBUTORS’, RESELLERS’ AND EMPLOYEES’ TOTAL CUMULATIVE LIABILITY RELATING TO THIS AGREEMENT OR THE USE OF THE PRODUCT OR SERVICE EXCEED THE AMOUNT PAID FOR THE PRODUCT. IN NO EVENT WILL YUBICO, ITS AFFILIATES, AND ITS AND THEIR SUPPLIERS, DISTRIBUTORS, RESELLERS AND EMPLOYEES BE LIABLE FOR DAMAGES IN RESPECT OF LOST REVENUE, INCIDENTAL, PUNITIVE, EXEMPLARY, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES, EVEN IF ANY OF THEM HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES INCLUDING, BUT NOT LIMITED TO, BUSINESS INTERRUPTION, LOST BUSINESS REVENUE, LOST PROFITS, FAILURE TO REALIZE EXPECTED SAVINGS, ECONOMIC LOSS, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY OR ANY CLAIM AGAINST USER BY ANY OTHER PARTY. The foregoing limitations will apply even if any warranty or remedy provided under this Agreement fails of its essential purpose. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
- Indemnity. You agree to indemnify, defend and hold Yubico and its affiliates harmless from and against any third-party claim, demand, cause of action, damage, loss, liability, suit, proceeding, judgment, or cost (including attorney fees), brought against Yubico, its affiliates, employees, resellers or distributors which is based on your use of the Product or the Service.
- Term and Termination. The term of this Agreement shall commence on the date of Yubico’s order confirmation and shall continue until terminated as set forth below. However, our Privacy Notice and Cookie Notice may remain in effect even after expiry or termination of the Agreement.
(a) This Agreement shall terminate automatically without notice or action by Yubico if you breach any material term or condition of this Agreement.
(b) This Agreement shall terminate automatically without notice or action by Yubico in the event user becomes insolvent or makes an assignment of this Agreement for the benefit of creditors or if any other bankruptcy proceedings are commenced by or against user.
- Right to Cancel. If you have purchased the Product as a private person you have the right to rescind the order within thirty (30) days of receiving the Product, provided that the Product has not been used. In that case, you may return the Product to Yubico, and Yubico will refund to you the purchase price of the Product. You must, however, pay for the return postage to Yubico.
- Changes. Yubico reserves the right at any time and at its own discretion to change the terms and conditions of this Agreement as it applies to future purchases of Products. The Privacy Notice and Cookie Notice may be changed from time to time in accordance with what is stated therein.
- Choice of Law and Venue. This Agreement shall be deemed to have been made in, and shall be construed pursuant to the laws of: (i) the State of California, U.S.A. if you obtained the Product from Yubico, Inc.; and (ii) Sweden if you obtained the Product from Yubico AB. In either event, the choice of law shall be without regard to the conflict of laws provisions thereof. Furthermore, both parties consent to the exclusive jurisdiction of the courts located in the State of California when California law applies, and the courts located in Sweden when the laws of Sweden apply.
- Other. The terms and conditions set forth or referenced herein constitute the entire understanding and agreement between you and Yubico and supersede all prior representations and agreements with respect to the subject matter herein. This Agreement, including all rights and licenses granted herein, is not assignable, transferable or sub-licensable by you and any attempt to do so shall be null and void. Any notice, report, approval or consent required or permitted hereunder must be in writing. The waiver by Yubico of a breach of this Agreement shall not constitute a waiver of any subsequent breach of this Agreement; nor shall any delay by Yubico to exercise any right under this Agreement operate as a waiver of any such right. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect. The parties agree that a material breach of this Agreement adversely affecting Yubico’s proprietary or intellectual property rights in the Yubico Service or Product, including the Software, would cause irreparable injury to Yubico and its affiliates for which monetary damages would not be an adequate remedy and that Yubico therefore shall be entitled to preliminary and permanent injunctive relief (without the requirement to post a bond) to address such a breach, in addition to any other remedies it may have hereunder or at law.