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URL: https://portal-apac.central.arubanetworks.com/platform/signup/user/verification/afe669e848ab40859a3745e86ef1369e?language=ja_JP
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Aruba Central にサインアップ

クラウドベースの SaaS (Software-as-a-Service) ソリューションである Aruba Cloud Platform
は、無線ネットワークデバイスを効率的に管理します。

 * アカウントの詳細 (すべてのフィールドは必須です)
   
 * 電子メールアドレス
   このフィールドは必須です 有効な電子メールアドレスを入力してください。 最大 254 文字を使用できます。 特殊文字 (._%+-)
   は連続して使用できません。
   
   パスワード
   パスワードをお忘れですか?
   
   8 文字以上の文字、数字、記号を組み合わせて使用してください
   
   このフィールドは必須です
   
   無効なパスワード
   
   アカウントの確認
   パスワードの確認
   
   パスワードは 8 文字以上で、次の 2 つ以上の条件を満たす必要があります:
   
   1. 英大文字 1 文字以上および英小文字 1 文字以上。
   
   2. 次の特殊文字のうち 1 文字以上: ` ! @ $ % ^ & * ( ) - _ = + [ ] ; : ' " , < .> / ?
   
   3. 数字 1 文字以上。
   
   シングルサインオンが有効
   
   顧客の詳細 (すべてのフィールドは必須です)
   名
   このフィールドは必須です 最大 32 文字を使用できます。 特殊文字と数値は使用できません。 英数字が 1 つ以上必要です。
   姓
   このフィールドは必須です 最大 32 文字を使用できます。 特殊文字と数値は使用できません。 英数字が 1 つ以上必要です。
   会社名
   このフィールドは必須です 最大 70 文字を使用できます。 英数字と記号 @#&,._%+- を使用できます。 英数字が 1 つ以上必要です。
   国United StatesAfghanistanAland IslandsAlbaniaAlgeriaAmerican Minor Outlying
   IslandsAmerican SamoaAndorraAngolaAnguillaAntarcticaAntigua and
   BarbudaArgentinaArmeniaArubaAustraliaAustriaAzerbaijanBahamasBahrainBangladeshBarbadosBelarusBelgiumBelizeBeninBermudaBhutanBoliviaBonaireBosnia
   and HerzegovinaBotswanaBouvet IslandBrazilBritish Indian Ocean
   TerritoryBrunei DarussalamBulgariaBurkina
   FasoBurundiCambodiaCameroonCanadaCape VerdeCayman IslandsCentral African
   RepublicChadChileChinaChristmas IslandCocos (keeling)
   IslandsColombiaComorosCongoCongo, The Democratic Republic of TheCook
   IslandsCosta RicaCote D'ivoireCroatiaCuracaoCyprusCzech
   RepublicDenmarkDjiboutiDominicaDominican RepublicEast TimorEcuadorEgyptEl
   SalvadorEquatorial GuineaEritreaEstoniaEthiopiaFalkland Islands
   (malvinas)Faroe IslandsFijiFinlandFranceFrench GuianaFrench PolynesiaFrench
   Southern
   TerritoriesGabonGambiaGeorgiaGermanyGhanaGibraltarGreeceGreenlandGrenadaGuadeloupeGuamGuatemalaGuernseyGuineaGuinea-bissauGuyanaHaitiHeard
   Island and Mcdonald IslandsHoly See (vatican City State)HondurasHong
   KongHungaryIcelandIndiaIndonesiaIraqIrelandIsle of
   ManIsraelItalyJamaicaJapanJerseyJordanKazakhstanKenyaKiribatiKorea, Republic
   ofKosovoKuwaitKyrgyzstanLao People's Democratic
   RepublicLatviaLebanonLesothoLiberiaLibyaLiechtensteinLithuaniaLuxembourgMacaoMacedonia,
   The Former Yugoslav Republic
   ofMadagascarMalawiMalaysiaMaldivesMaliMaltaMarshall
   IslandsMartiniqueMauritaniaMauritiusMayotteMexicoMicronesiaMoldova, Republic
   ofMonacoMongoliaMontenegroMontserratMoroccoMozambiqueMyanmarNamibiaNauruNepalNetherlandsNetherlands
   AntillesNew CaledoniaNew ZealandNicaraguaNigerNigeriaNiueNorfolk
   IslandNorthern Mariana IslandsNorwayOmanPakistanPalauPalestinian Territory,
   OccupiedPanamaPapua New
   GuineaParaguayPeruPhilippinesPitcairnPolandPortugalPuerto
   RicoQatarReunionRomaniaRussian FederationRwandaSaint BarthelemySaint
   HelenaSaint Kitts and NevisSaint LuciaSaint Martin (French Part)Saint Pierre
   and MiquelonSaint Vincent and The GrenadinesSamoaSan MarinoSao Tome and
   PrincipeSaudi ArabiaSenegalSerbiaSeychellesSierra LeoneSingaporeSint
   MaartenSlovakiaSloveniaSolomon IslandsSomaliaSouth AfricaSouth Georgia and
   The South Sandwich IslandsSouth SudanSpainSri LankaSurinameSvalbard and Jan
   MayenSwazilandSwedenSwitzerlandTaiwanTajikistanTanzania, United Republic
   ofThailandTimor-LesteTogoTokelauTongaTrinidad and
   TobagoTunisiaTurkeyTurkmenistanTurks and Caicos IslandsTuvaluU.S. Virgin
   IslandsUgandaUkraineUnited Arab EmiratesUnited
   KingdomUruguayUzbekistanVanuatuVenezuela, Bolivarian Republic ofViet
   NamVirgin Islands, BritishWallis and FutunaWestern
   SaharaYemenYugoslaviaZaireZambiaZimbabwe 国を選択してください。
   アドレス 行の追加
   このフィールドは必須です 最大 32 文字を使用できます。 英数字と記号 @#&,._%+- を使用できます。 英数字が 1 つ以上必要です。
   住所 (オプション)
   最大 32 文字を使用できます。 英数字と記号 @#&,._%+- を使用できます。 英数字が 1 つ以上必要です。
   市区町村
   このフィールドは必須です 特殊文字と数値は使用できません。
   都道府県 都道府県を選択してください。
   郵便番号 このフィールドは必須です 有効な郵便番号を入力してください。
   
   電話番号
   このフィールドは必須です 最大長は 15 文字です。
   Aruba パートナーですか?
   
   はい いいえ
   サーバーの詳細 (すべてのフィールドは必須です)
   マイゾーンUS-WEST4China-1APAC-1APAC-EAST1APAC-SOUTH1EU-CENTRAL3Canada-1
   新しいアカウントと組織は、選択したゾーン内のサーバーに作成されます。
   
   プレプロビジョニングするアプリケーションを選択 私は 使用条件に同意します 使用条件に同意します
   使用条件に同意してください。 Hewlett Packard Enterprise の会社である Aruba から、Aruba と一部の Aruba
   パートナー製品、サービス、オファー、イベントなどに関する個別のお知らせをお送りしてもよろしいですか? 電子メール 電話 HPE
   がお客様の情報を管理、使用、保護する方法についての詳細は、HP のプライバシーに関する声明を参照してください。HPE
   からマーケティングの通知を受け取ることへの同意は、いつでも撤回または変更することができます。これは、マーケティング通信用電子メールの下部に設定されたオプトアウトおよび優先設定機能を使用するか、この
   リンクをたどることによって実行できます。
 * キャンセル
   サインアップ
 * 既にアカウントをお持ちの方は サインイン


使用条件に同意します


HP CLOUD NETWORK MANAGER サービス使用条件

1. Use of System and Software License. Subject to terms of this Agreement,
Company wishes to obtain from Aruba, and Aruba grants to Company a personal,
non-sublicensable, non-exclusive license to use the computer software and/or
computer hardware listed on Exhibit A below (the “System”) without modification
and only in accordance with the documentation supplied by Aruba, solely for
Company's internal testing and evaluation of the System during the term of this
Agreement. Any usage of the System by Company in a production capacity is solely
at Company’s risk. Company shall not reverse engineer, decompile, create other
works from, or disassemble any software provided in the System, or otherwise
attempt to discover any System source code or underlying Confidential
Information (as that term is defined below), nor shall Company allow any third
party to conduct such activities. Company shall comply with all applicable laws
including any import/export control regulations. Any additional computer
software and/or computer hardware provided subsequent to this Agreement pursuant
to a quote indicating that it is for evaluation or otherwise provided for
evaluation purposes shall automatically be subject to this Agreement and added
to the System. The System may include software, including but not limited to
ClearPass, running within Aruba’s environment and remotely connecting to
Company’s network, for evaluation of such System without installation of the
System directly within Company’s network. In case of the foregoing, Company
hereby permits such remotely operated System to access Company’s network as
necessary to perform its functions and enable Company to test and evaluate the
System.


2.Maintenance. Company shall bear all risk of loss in relation to the System
after delivery of the System by Aruba. Company shall maintain the System in an
undamaged condition and in a setting and in a configuration appropriate, in the
sole opinion of Aruba, for the use and proper functioning of the System. Company
shall not remove from the System any legend attached to it, stating it to be the
property of Aruba. Notwithstanding anything else herein, Aruba shall be entitled
to enter upon the Company’s property at any time and take possession of System
if it believes the System is being misused or used in breach of this Agreement
or is possessed by others or is in danger of being seized by others.


3. Confidentiality. Company acknowledges that, in the course of using the System
and performing its duties under this Agreement, it may obtain or develop
information relating to the System and/or to Aruba ("Confidential Information"),
including, but not limited to the System, code, technology, algorithms,
schematics, testing procedures, documentation, problem reports, analysis and
performance information, inventions (whether patentable or not), and other
technical, business, product, marketing, financial and customer information,
plans and data. During and after the term of this Agreement, Company shall hold
in confidence and protect, and shall not use (except as expressly authorized by
this Agreement) or disclose, Confidential Information, unless such Confidential
Information becomes part of the public domain without breach of this Agreement
by Company, its officers, directors, employees or agents. During or after the
term of this Agreement, Company will disclose the System and Confidential
Information only to those of its employees as are necessary for the use
expressly and unambiguously granted hereunder and who are bound by the
provisions of this Agreement or terms similar to and at least as protective as
the terms herein as a condition of employment. Company shall not, without the
prior written consent of Aruba, disclose or otherwise make available the System,
including any information relating to the performance or operation of the System
(including any benchmarking or other testing results), or copies thereof to any
third party. Company will not remove or export the System or any Confidential
Information without Aruba’s prior written permission. Company acknowledges and
agrees that due to the unique nature of Aruba's Confidential Information, there
can be no adequate remedy at law for any breach of its obligations hereunder,
that any such breach may allow Company or third parties to unfairly compete with
Aruba resulting in irreparable harm to Aruba, and therefore, that upon any such
breach or threat thereof, Aruba shall be entitled to injunctions and other
appropriate equitable relief in addition to whatever remedies it may have at
law.


4. Ownership. Title to and ownership of the System and all copies thereof shall
be and at all times remain in Aruba. All reports and information contained in
such reports are the sole property of Aruba. Any developments or modifications
made during the term of this Agreement by Aruba or the Company, either
independently or at Aruba's direction, in any way relating to the System,
whether or not influenced or suggested by the Company, are the sole property of
Aruba. Company hereby assigns to Aruba any interest it has or may acquire in any
of the foregoing, as well as all related intellectual property rights; and will
cooperate to perfect or further evidence such assignments.


5. Warranty Disclaimer. The parties acknowledge that the System is experimental
in nature and that the System is provided "AS IS" and may not be functional on
any machine or in any environment. TO THE EXTENT PERMITTED BY APPLICABLE LAW,
ARUBA DISCLAIMS ALL WARRANTIES RELATING TO THE SYSTEM, EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES AGAINST INFRINGEMENT OF THIRD
PARTY RIGHTS, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.


6. Limitation of Remedies and Damages. TO THE EXTENT PERMITTED BY APPLICABLE
LAW, ARUBA SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER
OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT,
NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY (A) FOR LOSS OR INACCURACY OF DATA
OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, OR (B) FOR
ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO
LOSS OF REVENUES, AND LOSS OF PROFITS. ARUBA SHALL NOT BE RESPONSIBLE FOR ANY
MATTER BEYOND ITS REASONABLE CONTROL.


7. Non-assignability. Neither the rights nor the obligations arising under this
Agreement are assignable or transferable by Company, and any such attempted
assignment or transfer shall be void and without effect.


8. Controlling Law, Attorneys' Fee and Severability. This Agreement is made
under and will be governed by and construed in accordance with the laws of the
State of California, without applying conflicts of law rules. Any action or
proceeding arising from or relating to this Agreement must be resolved
exclusively in U.S. federal court in the Northern District of California, or in
the state courts located in Santa Clara County, California. In any action to
enforce this Agreement the prevailing party will be entitled to reasonable costs
and attorneys' fees. In the event that any of the provisions of this Agreement
shall be held by a court or other tribunal of competent jurisdiction to be
unenforceable, such provisions shall be limited or eliminated to the minimum
extent necessary so that this Agreement shall otherwise remain in full force and
effect and enforceable.


9. Entire Agreement. This Agreement constitutes the entire agreement between the
parties hereto pertaining to the subject matter hereof, and any and all written
or oral agreements heretofore existing between the parties hereto are expressly
cancelled. Any modifications or waivers of this Agreement must be in writing and
signed by both parties hereto.


10. Termination. This Agreement may be terminated by either party for any reason
or no reason upon three (3) days' prior written notice to the other party, or
immediately upon notice of any breach by the other party of the provisions of
this Agreement, and in any case will terminate ninety (90) days after the date
of delivery. Upon termination, the license granted hereunder shall terminate and
Company shall, at its expense, immediately return the System, together with any
and all documents, notes and other materials associated with the System to
Aruba, including, without limitation, all Confidential Information and all
copies and extracts of the foregoing, but the terms of this Agreement will
otherwise remain in effect. Company shall return the System freight prepaid, to
any destination as Aruba may specify. Unless otherwise agreed to in writing by
the parties, Company’s failure to return the System within thirty days of
termination of this Agreement shall constitute an agreement to purchase the
System at Aruba’s then current list price and Aruba will invoice accordingly.
Standard payment terms are net thirty (30) days from the date of invoice, but
Aruba reserves the right to require alternative payment terms, including payment
in advance, irrevocable letter of credit, or C.O.D. Payment is not conditioned
upon the Products meeting any acceptance testing procedures that Company may
have. Aruba reserves the right to charge Company interest on any delinquent
balance, computed on a daily basis for each day that the payment is delinquent
at the lesser of eighteen percent (18%) per year or the maximum rate permitted
by applicable law.



IMPORTANT

YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS BEFORE USE OF THE HP CLOUD NETWORK
MANAGER SERVICES (THE “SERVICES”) MADE AVAILABLE FROM HEWLETT-PACKARD COMPANY
(“HP”). USE OF THE SERVICES SHALL BE DEEMED TO CONFIRM YOUR ACCEPTANCE OF THESE
TERMS. IF THESE TERMS ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED
TO THESE TERMS. YOUR RIGHTS UNDER THIS AGREEMENT BEGIN WHEN YOU RECEIVE ACCESS
TO THE SERVICES. You may not access the Services if you are a competitor of HP,
except with HP’s prior written consent. In addition, you may not access the
Software for purposes of monitoring their availability, performance or
functionality, or for any other benchmarking or competitive purposes.


--------------------------------------------------------------------------------


1. SUBSCRIPTION

Subject to your full compliance with all the terms and restrictions set forth in
this agreement (“Agreement”), HP will make the Services available to you during
the subscription term and charge you based on the number of devices the Software
manages. Your subscription term shall commence on the activation date unless you
do not activate your subscription within ninety (90) days of purchase in which
case your subscription term shall commence on the ninety first (91st ) day
regardless of activation and continue for the term set forth on your purchase
order. Your subscription may not be terminated prior to the expiration of your
then-current term. You agree that the purchase of the Services is not contingent
on the delivery of any future functionality or features nor dependent on any
oral or written public comments made by HP concerning future functionality or
features. HP reserves the right to suspend your access to the Services is you
are not current with your subscription payments. HP may delete your data if your
payments are more than thirty (30) days overdue.


2. PROPRIETARY RIGHTS

HP and its suppliers shall at all times retain title, all ownership rights, and
all intellectual property rights in and to the Services, including any and all
rights to error corrections, enhancements, new releases, and other work product
that may be created in connection with technical support services that HP
provides. The Services remain a confidential trade secret of HP and its
suppliers and are protected by the copyright and other intellectual property
laws of the United States and international treaties. You acknowledge that, in
the course of using the Services, you may obtain or learn information, which may
include, without limitation, information relating to the performance,
reliability or stability of the Services, operation of the Services, know-how,
techniques, processes, ideas, algorithms, and software design and architecture
(“Proprietary Information”). As between the parties, such Proprietary
Information shall belong solely to HP. During and after the term of this
Agreement, you shall hold in confidence and protect, and shall not use (except
as expressly authorized by this Agreement) or disclose, Proprietary Information
to any third party.


3. RESTRICTIONS ON USE AND TRANSFER

A. The Services may be used solely for internal use by you or your organization.


B. You shall not (and you shall not permit others to), directly or indirectly,
modify, translate, decompile, disassemble, or reverse engineer the Services
(except to the extent applicable laws specifically prohibit such restriction),
in whole or in part, or otherwise attempt to discover the source code or
underlying ideas or algorithms of the Services; or rent, lease, distribute, or
otherwise transfer rights to use the Services, unless permitted in writing by
HP.


C. You shall not disclose any Proprietary Information, including any information
relating to the performance or operation of the Services (including any
benchmarking or other testing results) to any third party without the express
prior written consent of HP. You may not engage a third party to perform
security testing on the Services unless that third party enters into a written
non-disclosure agreement directly with HP.


4. USE OF THE SERVICES

A. HP shall: (i) provide support for the HP-branded hardware devices purchased
with the Service in accordance with HP’s standard HPCare terms at no additional
charge; (ii) provide the Services in accordance with the separately posted
service level agreement (“SLA”); (iii) provide the Services only in accordance
with applicable laws and government regulations.


B. Your Responsibilities. You shall use the Services only in accordance with
HP’s published specifications and applicable laws and government regulations.
You shall not (a) interfere with or disrupt the integrity or performance of the
Services or (b) attempt to gain unauthorized access to the Services.


C. Usage Limitations. Services may be subject to other limitations, such as, for
example, limits on disk storage space, and a limit on the number of devices the
Services can access and manage. HP retains the right to access all data provided
by you through your use of the Services in order to develop reports for HP’s
internal use.


5. LIMITED WARRANTY AND DISCLAIMER

HP AND ITS SUPPLIERS DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SERVICES
WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SERVICES WILL BE
UNINTERRUPTED OR ERROR-FREE. THE SERVICES PROGRAMS ARE PROVIDED TO YOU WITH NO
WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NONINFRINGEMENT.


6. LIMITATION OF LIABILITY

IN NO EVENT WILL HP OR ANYONE ELSE WHO HAS BEEN INVOLVED IN THE CREATION,
PRODUCTION, OR DELIVERY OF THE SERVICES BE LIABLE FOR ANY INDIRECT, INCIDENTAL
OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS OR LOST
DATA, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.


7. GENERAL

You acknowledge that you have read this Agreement, understand it and agree to be
bound by its terms and restrictions. You further agree that this Agreement is
the complete and exclusive statement of your agreement with HP and supersedes
any proposal or prior agreement, oral or written, and any other communications
relating to the subject matter of this license. This Agreement may only be
modified in writing. Any waivers and amendments of this Agreement or any of its
terms shall be effective only if made by non-preprinted agreements clearly
understood by both parties to be an amendment or waiver. This Agreement shall be
governed by and construed under the laws of the State of California, USA as if
made and entered into in that state by two residents thereof and without regard
to the United Nations Convention on Contracts for the International Sale of
Goods.


ネットワーク操作 私は 使用条件に同意します 使用条件に同意します
使用条件に同意してください。 Hewlett Packard Enterprise の会社である Aruba から、Aruba と一部の Aruba
パートナー製品、サービス、オファー、イベントなどに関する個別のお知らせをお送りしてもよろしいですか? 電子メール 電話 HPE
がお客様の情報を管理、使用、保護する方法についての詳細は、HP のプライバシーに関する声明を参照してください。HPE
からマーケティングの通知を受け取ることへの同意は、いつでも撤回または変更することができます。これは、マーケティング通信用電子メールの下部に設定されたオプトアウトおよび優先設定機能を使用するか、この
リンクをたどることによって実行できます。
キャンセル
サインアップ


使用条件に同意します


HP CLOUD NETWORK MANAGER サービス使用条件

1. Use of System and Software License. Subject to terms of this Agreement,
Company wishes to obtain from Aruba, and Aruba grants to Company a personal,
non-sublicensable, non-exclusive license to use the computer software and/or
computer hardware listed on Exhibit A below (the “System”) without modification
and only in accordance with the documentation supplied by Aruba, solely for
Company's internal testing and evaluation of the System during the term of this
Agreement. Any usage of the System by Company in a production capacity is solely
at Company’s risk. Company shall not reverse engineer, decompile, create other
works from, or disassemble any software provided in the System, or otherwise
attempt to discover any System source code or underlying Confidential
Information (as that term is defined below), nor shall Company allow any third
party to conduct such activities. Company shall comply with all applicable laws
including any import/export control regulations. Any additional computer
software and/or computer hardware provided subsequent to this Agreement pursuant
to a quote indicating that it is for evaluation or otherwise provided for
evaluation purposes shall automatically be subject to this Agreement and added
to the System. The System may include software, including but not limited to
ClearPass, running within Aruba’s environment and remotely connecting to
Company’s network, for evaluation of such System without installation of the
System directly within Company’s network. In case of the foregoing, Company
hereby permits such remotely operated System to access Company’s network as
necessary to perform its functions and enable Company to test and evaluate the
System.


2.Maintenance. Company shall bear all risk of loss in relation to the System
after delivery of the System by Aruba. Company shall maintain the System in an
undamaged condition and in a setting and in a configuration appropriate, in the
sole opinion of Aruba, for the use and proper functioning of the System. Company
shall not remove from the System any legend attached to it, stating it to be the
property of Aruba. Notwithstanding anything else herein, Aruba shall be entitled
to enter upon the Company’s property at any time and take possession of System
if it believes the System is being misused or used in breach of this Agreement
or is possessed by others or is in danger of being seized by others.


3. Confidentiality. Company acknowledges that, in the course of using the System
and performing its duties under this Agreement, it may obtain or develop
information relating to the System and/or to Aruba ("Confidential Information"),
including, but not limited to the System, code, technology, algorithms,
schematics, testing procedures, documentation, problem reports, analysis and
performance information, inventions (whether patentable or not), and other
technical, business, product, marketing, financial and customer information,
plans and data. During and after the term of this Agreement, Company shall hold
in confidence and protect, and shall not use (except as expressly authorized by
this Agreement) or disclose, Confidential Information, unless such Confidential
Information becomes part of the public domain without breach of this Agreement
by Company, its officers, directors, employees or agents. During or after the
term of this Agreement, Company will disclose the System and Confidential
Information only to those of its employees as are necessary for the use
expressly and unambiguously granted hereunder and who are bound by the
provisions of this Agreement or terms similar to and at least as protective as
the terms herein as a condition of employment. Company shall not, without the
prior written consent of Aruba, disclose or otherwise make available the System,
including any information relating to the performance or operation of the System
(including any benchmarking or other testing results), or copies thereof to any
third party. Company will not remove or export the System or any Confidential
Information without Aruba’s prior written permission. Company acknowledges and
agrees that due to the unique nature of Aruba's Confidential Information, there
can be no adequate remedy at law for any breach of its obligations hereunder,
that any such breach may allow Company or third parties to unfairly compete with
Aruba resulting in irreparable harm to Aruba, and therefore, that upon any such
breach or threat thereof, Aruba shall be entitled to injunctions and other
appropriate equitable relief in addition to whatever remedies it may have at
law.


4. Ownership. Title to and ownership of the System and all copies thereof shall
be and at all times remain in Aruba. All reports and information contained in
such reports are the sole property of Aruba. Any developments or modifications
made during the term of this Agreement by Aruba or the Company, either
independently or at Aruba's direction, in any way relating to the System,
whether or not influenced or suggested by the Company, are the sole property of
Aruba. Company hereby assigns to Aruba any interest it has or may acquire in any
of the foregoing, as well as all related intellectual property rights; and will
cooperate to perfect or further evidence such assignments.


5. Warranty Disclaimer. The parties acknowledge that the System is experimental
in nature and that the System is provided "AS IS" and may not be functional on
any machine or in any environment. TO THE EXTENT PERMITTED BY APPLICABLE LAW,
ARUBA DISCLAIMS ALL WARRANTIES RELATING TO THE SYSTEM, EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES AGAINST INFRINGEMENT OF THIRD
PARTY RIGHTS, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.


6. Limitation of Remedies and Damages. TO THE EXTENT PERMITTED BY APPLICABLE
LAW, ARUBA SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER
OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT,
NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY (A) FOR LOSS OR INACCURACY OF DATA
OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, OR (B) FOR
ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO
LOSS OF REVENUES, AND LOSS OF PROFITS. ARUBA SHALL NOT BE RESPONSIBLE FOR ANY
MATTER BEYOND ITS REASONABLE CONTROL.


7. Non-assignability. Neither the rights nor the obligations arising under this
Agreement are assignable or transferable by Company, and any such attempted
assignment or transfer shall be void and without effect.


8. Controlling Law, Attorneys' Fee and Severability. This Agreement is made
under and will be governed by and construed in accordance with the laws of the
State of California, without applying conflicts of law rules. Any action or
proceeding arising from or relating to this Agreement must be resolved
exclusively in U.S. federal court in the Northern District of California, or in
the state courts located in Santa Clara County, California. In any action to
enforce this Agreement the prevailing party will be entitled to reasonable costs
and attorneys' fees. In the event that any of the provisions of this Agreement
shall be held by a court or other tribunal of competent jurisdiction to be
unenforceable, such provisions shall be limited or eliminated to the minimum
extent necessary so that this Agreement shall otherwise remain in full force and
effect and enforceable.


9. Entire Agreement. This Agreement constitutes the entire agreement between the
parties hereto pertaining to the subject matter hereof, and any and all written
or oral agreements heretofore existing between the parties hereto are expressly
cancelled. Any modifications or waivers of this Agreement must be in writing and
signed by both parties hereto.


10. Termination. This Agreement may be terminated by either party for any reason
or no reason upon three (3) days' prior written notice to the other party, or
immediately upon notice of any breach by the other party of the provisions of
this Agreement, and in any case will terminate ninety (90) days after the date
of delivery. Upon termination, the license granted hereunder shall terminate and
Company shall, at its expense, immediately return the System, together with any
and all documents, notes and other materials associated with the System to
Aruba, including, without limitation, all Confidential Information and all
copies and extracts of the foregoing, but the terms of this Agreement will
otherwise remain in effect. Company shall return the System freight prepaid, to
any destination as Aruba may specify. Unless otherwise agreed to in writing by
the parties, Company’s failure to return the System within thirty days of
termination of this Agreement shall constitute an agreement to purchase the
System at Aruba’s then current list price and Aruba will invoice accordingly.
Standard payment terms are net thirty (30) days from the date of invoice, but
Aruba reserves the right to require alternative payment terms, including payment
in advance, irrevocable letter of credit, or C.O.D. Payment is not conditioned
upon the Products meeting any acceptance testing procedures that Company may
have. Aruba reserves the right to charge Company interest on any delinquent
balance, computed on a daily basis for each day that the payment is delinquent
at the lesser of eighteen percent (18%) per year or the maximum rate permitted
by applicable law.



IMPORTANT

YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS BEFORE USE OF THE HP CLOUD NETWORK
MANAGER SERVICES (THE “SERVICES”) MADE AVAILABLE FROM HEWLETT-PACKARD COMPANY
(“HP”). USE OF THE SERVICES SHALL BE DEEMED TO CONFIRM YOUR ACCEPTANCE OF THESE
TERMS. IF THESE TERMS ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED
TO THESE TERMS. YOUR RIGHTS UNDER THIS AGREEMENT BEGIN WHEN YOU RECEIVE ACCESS
TO THE SERVICES. You may not access the Services if you are a competitor of HP,
except with HP’s prior written consent. In addition, you may not access the
Software for purposes of monitoring their availability, performance or
functionality, or for any other benchmarking or competitive purposes.


--------------------------------------------------------------------------------


1. SUBSCRIPTION

Subject to your full compliance with all the terms and restrictions set forth in
this agreement (“Agreement”), HP will make the Services available to you during
the subscription term and charge you based on the number of devices the Software
manages. Your subscription term shall commence on the activation date unless you
do not activate your subscription within ninety (90) days of purchase in which
case your subscription term shall commence on the ninety first (91st ) day
regardless of activation and continue for the term set forth on your purchase
order. Your subscription may not be terminated prior to the expiration of your
then-current term. You agree that the purchase of the Services is not contingent
on the delivery of any future functionality or features nor dependent on any
oral or written public comments made by HP concerning future functionality or
features. HP reserves the right to suspend your access to the Services is you
are not current with your subscription payments. HP may delete your data if your
payments are more than thirty (30) days overdue.


2. PROPRIETARY RIGHTS

HP and its suppliers shall at all times retain title, all ownership rights, and
all intellectual property rights in and to the Services, including any and all
rights to error corrections, enhancements, new releases, and other work product
that may be created in connection with technical support services that HP
provides. The Services remain a confidential trade secret of HP and its
suppliers and are protected by the copyright and other intellectual property
laws of the United States and international treaties. You acknowledge that, in
the course of using the Services, you may obtain or learn information, which may
include, without limitation, information relating to the performance,
reliability or stability of the Services, operation of the Services, know-how,
techniques, processes, ideas, algorithms, and software design and architecture
(“Proprietary Information”). As between the parties, such Proprietary
Information shall belong solely to HP. During and after the term of this
Agreement, you shall hold in confidence and protect, and shall not use (except
as expressly authorized by this Agreement) or disclose, Proprietary Information
to any third party.


3. RESTRICTIONS ON USE AND TRANSFER

A. The Services may be used solely for internal use by you or your organization.


B. You shall not (and you shall not permit others to), directly or indirectly,
modify, translate, decompile, disassemble, or reverse engineer the Services
(except to the extent applicable laws specifically prohibit such restriction),
in whole or in part, or otherwise attempt to discover the source code or
underlying ideas or algorithms of the Services; or rent, lease, distribute, or
otherwise transfer rights to use the Services, unless permitted in writing by
HP.


C. You shall not disclose any Proprietary Information, including any information
relating to the performance or operation of the Services (including any
benchmarking or other testing results) to any third party without the express
prior written consent of HP. You may not engage a third party to perform
security testing on the Services unless that third party enters into a written
non-disclosure agreement directly with HP.


4. USE OF THE SERVICES

A. HP shall: (i) provide support for the HP-branded hardware devices purchased
with the Service in accordance with HP’s standard HPCare terms at no additional
charge; (ii) provide the Services in accordance with the separately posted
service level agreement (“SLA”); (iii) provide the Services only in accordance
with applicable laws and government regulations.


B. Your Responsibilities. You shall use the Services only in accordance with
HP’s published specifications and applicable laws and government regulations.
You shall not (a) interfere with or disrupt the integrity or performance of the
Services or (b) attempt to gain unauthorized access to the Services.


C. Usage Limitations. Services may be subject to other limitations, such as, for
example, limits on disk storage space, and a limit on the number of devices the
Services can access and manage. HP retains the right to access all data provided
by you through your use of the Services in order to develop reports for HP’s
internal use.


5. LIMITED WARRANTY AND DISCLAIMER

HP AND ITS SUPPLIERS DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SERVICES
WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SERVICES WILL BE
UNINTERRUPTED OR ERROR-FREE. THE SERVICES PROGRAMS ARE PROVIDED TO YOU WITH NO
WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NONINFRINGEMENT.


6. LIMITATION OF LIABILITY

IN NO EVENT WILL HP OR ANYONE ELSE WHO HAS BEEN INVOLVED IN THE CREATION,
PRODUCTION, OR DELIVERY OF THE SERVICES BE LIABLE FOR ANY INDIRECT, INCIDENTAL
OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS OR LOST
DATA, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.


7. GENERAL

You acknowledge that you have read this Agreement, understand it and agree to be
bound by its terms and restrictions. You further agree that this Agreement is
the complete and exclusive statement of your agreement with HP and supersedes
any proposal or prior agreement, oral or written, and any other communications
relating to the subject matter of this license. This Agreement may only be
modified in writing. Any waivers and amendments of this Agreement or any of its
terms shall be effective only if made by non-preprinted agreements clearly
understood by both parties to be an amendment or waiver. This Agreement shall be
governed by and construed under the laws of the State of California, USA as if
made and entered into in that state by two residents thereof and without regard
to the United Nations Convention on Contracts for the International Sale of
Goods.



資格

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HP CLOUD NETWORK MANAGER サービス使用条件

1. Use of System and Software License. Subject to terms of this Agreement,
Company wishes to obtain from Aruba, and Aruba grants to Company a personal,
non-sublicensable, non-exclusive license to use the computer software and/or
computer hardware listed on Exhibit A below (the “System”) without modification
and only in accordance with the documentation supplied by Aruba, solely for
Company's internal testing and evaluation of the System during the term of this
Agreement. Any usage of the System by Company in a production capacity is solely
at Company’s risk. Company shall not reverse engineer, decompile, create other
works from, or disassemble any software provided in the System, or otherwise
attempt to discover any System source code or underlying Confidential
Information (as that term is defined below), nor shall Company allow any third
party to conduct such activities. Company shall comply with all applicable laws
including any import/export control regulations. Any additional computer
software and/or computer hardware provided subsequent to this Agreement pursuant
to a quote indicating that it is for evaluation or otherwise provided for
evaluation purposes shall automatically be subject to this Agreement and added
to the System. The System may include software, including but not limited to
ClearPass, running within Aruba’s environment and remotely connecting to
Company’s network, for evaluation of such System without installation of the
System directly within Company’s network. In case of the foregoing, Company
hereby permits such remotely operated System to access Company’s network as
necessary to perform its functions and enable Company to test and evaluate the
System.


2.Maintenance. Company shall bear all risk of loss in relation to the System
after delivery of the System by Aruba. Company shall maintain the System in an
undamaged condition and in a setting and in a configuration appropriate, in the
sole opinion of Aruba, for the use and proper functioning of the System. Company
shall not remove from the System any legend attached to it, stating it to be the
property of Aruba. Notwithstanding anything else herein, Aruba shall be entitled
to enter upon the Company’s property at any time and take possession of System
if it believes the System is being misused or used in breach of this Agreement
or is possessed by others or is in danger of being seized by others.


3. Confidentiality. Company acknowledges that, in the course of using the System
and performing its duties under this Agreement, it may obtain or develop
information relating to the System and/or to Aruba ("Confidential Information"),
including, but not limited to the System, code, technology, algorithms,
schematics, testing procedures, documentation, problem reports, analysis and
performance information, inventions (whether patentable or not), and other
technical, business, product, marketing, financial and customer information,
plans and data. During and after the term of this Agreement, Company shall hold
in confidence and protect, and shall not use (except as expressly authorized by
this Agreement) or disclose, Confidential Information, unless such Confidential
Information becomes part of the public domain without breach of this Agreement
by Company, its officers, directors, employees or agents. During or after the
term of this Agreement, Company will disclose the System and Confidential
Information only to those of its employees as are necessary for the use
expressly and unambiguously granted hereunder and who are bound by the
provisions of this Agreement or terms similar to and at least as protective as
the terms herein as a condition of employment. Company shall not, without the
prior written consent of Aruba, disclose or otherwise make available the System,
including any information relating to the performance or operation of the System
(including any benchmarking or other testing results), or copies thereof to any
third party. Company will not remove or export the System or any Confidential
Information without Aruba’s prior written permission. Company acknowledges and
agrees that due to the unique nature of Aruba's Confidential Information, there
can be no adequate remedy at law for any breach of its obligations hereunder,
that any such breach may allow Company or third parties to unfairly compete with
Aruba resulting in irreparable harm to Aruba, and therefore, that upon any such
breach or threat thereof, Aruba shall be entitled to injunctions and other
appropriate equitable relief in addition to whatever remedies it may have at
law.


4. Ownership. Title to and ownership of the System and all copies thereof shall
be and at all times remain in Aruba. All reports and information contained in
such reports are the sole property of Aruba. Any developments or modifications
made during the term of this Agreement by Aruba or the Company, either
independently or at Aruba's direction, in any way relating to the System,
whether or not influenced or suggested by the Company, are the sole property of
Aruba. Company hereby assigns to Aruba any interest it has or may acquire in any
of the foregoing, as well as all related intellectual property rights; and will
cooperate to perfect or further evidence such assignments.


5. Warranty Disclaimer. The parties acknowledge that the System is experimental
in nature and that the System is provided "AS IS" and may not be functional on
any machine or in any environment. TO THE EXTENT PERMITTED BY APPLICABLE LAW,
ARUBA DISCLAIMS ALL WARRANTIES RELATING TO THE SYSTEM, EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES AGAINST INFRINGEMENT OF THIRD
PARTY RIGHTS, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.


6. Limitation of Remedies and Damages. TO THE EXTENT PERMITTED BY APPLICABLE
LAW, ARUBA SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER
OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT,
NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY (A) FOR LOSS OR INACCURACY OF DATA
OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, OR (B) FOR
ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO
LOSS OF REVENUES, AND LOSS OF PROFITS. ARUBA SHALL NOT BE RESPONSIBLE FOR ANY
MATTER BEYOND ITS REASONABLE CONTROL.


7. Non-assignability. Neither the rights nor the obligations arising under this
Agreement are assignable or transferable by Company, and any such attempted
assignment or transfer shall be void and without effect.


8. Controlling Law, Attorneys' Fee and Severability. This Agreement is made
under and will be governed by and construed in accordance with the laws of the
State of California, without applying conflicts of law rules. Any action or
proceeding arising from or relating to this Agreement must be resolved
exclusively in U.S. federal court in the Northern District of California, or in
the state courts located in Santa Clara County, California. In any action to
enforce this Agreement the prevailing party will be entitled to reasonable costs
and attorneys' fees. In the event that any of the provisions of this Agreement
shall be held by a court or other tribunal of competent jurisdiction to be
unenforceable, such provisions shall be limited or eliminated to the minimum
extent necessary so that this Agreement shall otherwise remain in full force and
effect and enforceable.


9. Entire Agreement. This Agreement constitutes the entire agreement between the
parties hereto pertaining to the subject matter hereof, and any and all written
or oral agreements heretofore existing between the parties hereto are expressly
cancelled. Any modifications or waivers of this Agreement must be in writing and
signed by both parties hereto.


10. Termination. This Agreement may be terminated by either party for any reason
or no reason upon three (3) days' prior written notice to the other party, or
immediately upon notice of any breach by the other party of the provisions of
this Agreement, and in any case will terminate ninety (90) days after the date
of delivery. Upon termination, the license granted hereunder shall terminate and
Company shall, at its expense, immediately return the System, together with any
and all documents, notes and other materials associated with the System to
Aruba, including, without limitation, all Confidential Information and all
copies and extracts of the foregoing, but the terms of this Agreement will
otherwise remain in effect. Company shall return the System freight prepaid, to
any destination as Aruba may specify. Unless otherwise agreed to in writing by
the parties, Company’s failure to return the System within thirty days of
termination of this Agreement shall constitute an agreement to purchase the
System at Aruba’s then current list price and Aruba will invoice accordingly.
Standard payment terms are net thirty (30) days from the date of invoice, but
Aruba reserves the right to require alternative payment terms, including payment
in advance, irrevocable letter of credit, or C.O.D. Payment is not conditioned
upon the Products meeting any acceptance testing procedures that Company may
have. Aruba reserves the right to charge Company interest on any delinquent
balance, computed on a daily basis for each day that the payment is delinquent
at the lesser of eighteen percent (18%) per year or the maximum rate permitted
by applicable law.



IMPORTANT

YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS BEFORE USE OF THE HP CLOUD NETWORK
MANAGER SERVICES (THE “SERVICES”) MADE AVAILABLE FROM HEWLETT-PACKARD COMPANY
(“HP”). USE OF THE SERVICES SHALL BE DEEMED TO CONFIRM YOUR ACCEPTANCE OF THESE
TERMS. IF THESE TERMS ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED
TO THESE TERMS. YOUR RIGHTS UNDER THIS AGREEMENT BEGIN WHEN YOU RECEIVE ACCESS
TO THE SERVICES. You may not access the Services if you are a competitor of HP,
except with HP’s prior written consent. In addition, you may not access the
Software for purposes of monitoring their availability, performance or
functionality, or for any other benchmarking or competitive purposes.


--------------------------------------------------------------------------------


1. SUBSCRIPTION

Subject to your full compliance with all the terms and restrictions set forth in
this agreement (“Agreement”), HP will make the Services available to you during
the subscription term and charge you based on the number of devices the Software
manages. Your subscription term shall commence on the activation date unless you
do not activate your subscription within ninety (90) days of purchase in which
case your subscription term shall commence on the ninety first (91st ) day
regardless of activation and continue for the term set forth on your purchase
order. Your subscription may not be terminated prior to the expiration of your
then-current term. You agree that the purchase of the Services is not contingent
on the delivery of any future functionality or features nor dependent on any
oral or written public comments made by HP concerning future functionality or
features. HP reserves the right to suspend your access to the Services is you
are not current with your subscription payments. HP may delete your data if your
payments are more than thirty (30) days overdue.


2. PROPRIETARY RIGHTS

HP and its suppliers shall at all times retain title, all ownership rights, and
all intellectual property rights in and to the Services, including any and all
rights to error corrections, enhancements, new releases, and other work product
that may be created in connection with technical support services that HP
provides. The Services remain a confidential trade secret of HP and its
suppliers and are protected by the copyright and other intellectual property
laws of the United States and international treaties. You acknowledge that, in
the course of using the Services, you may obtain or learn information, which may
include, without limitation, information relating to the performance,
reliability or stability of the Services, operation of the Services, know-how,
techniques, processes, ideas, algorithms, and software design and architecture
(“Proprietary Information”). As between the parties, such Proprietary
Information shall belong solely to HP. During and after the term of this
Agreement, you shall hold in confidence and protect, and shall not use (except
as expressly authorized by this Agreement) or disclose, Proprietary Information
to any third party.


3. RESTRICTIONS ON USE AND TRANSFER

A. The Services may be used solely for internal use by you or your organization.


B. You shall not (and you shall not permit others to), directly or indirectly,
modify, translate, decompile, disassemble, or reverse engineer the Services
(except to the extent applicable laws specifically prohibit such restriction),
in whole or in part, or otherwise attempt to discover the source code or
underlying ideas or algorithms of the Services; or rent, lease, distribute, or
otherwise transfer rights to use the Services, unless permitted in writing by
HP.


C. You shall not disclose any Proprietary Information, including any information
relating to the performance or operation of the Services (including any
benchmarking or other testing results) to any third party without the express
prior written consent of HP. You may not engage a third party to perform
security testing on the Services unless that third party enters into a written
non-disclosure agreement directly with HP.


4. USE OF THE SERVICES

A. HP shall: (i) provide support for the HP-branded hardware devices purchased
with the Service in accordance with HP’s standard HPCare terms at no additional
charge; (ii) provide the Services in accordance with the separately posted
service level agreement (“SLA”); (iii) provide the Services only in accordance
with applicable laws and government regulations.


B. Your Responsibilities. You shall use the Services only in accordance with
HP’s published specifications and applicable laws and government regulations.
You shall not (a) interfere with or disrupt the integrity or performance of the
Services or (b) attempt to gain unauthorized access to the Services.


C. Usage Limitations. Services may be subject to other limitations, such as, for
example, limits on disk storage space, and a limit on the number of devices the
Services can access and manage. HP retains the right to access all data provided
by you through your use of the Services in order to develop reports for HP’s
internal use.


5. LIMITED WARRANTY AND DISCLAIMER

HP AND ITS SUPPLIERS DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SERVICES
WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SERVICES WILL BE
UNINTERRUPTED OR ERROR-FREE. THE SERVICES PROGRAMS ARE PROVIDED TO YOU WITH NO
WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NONINFRINGEMENT.


6. LIMITATION OF LIABILITY

IN NO EVENT WILL HP OR ANYONE ELSE WHO HAS BEEN INVOLVED IN THE CREATION,
PRODUCTION, OR DELIVERY OF THE SERVICES BE LIABLE FOR ANY INDIRECT, INCIDENTAL
OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS OR LOST
DATA, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.


7. GENERAL

You acknowledge that you have read this Agreement, understand it and agree to be
bound by its terms and restrictions. You further agree that this Agreement is
the complete and exclusive statement of your agreement with HP and supersedes
any proposal or prior agreement, oral or written, and any other communications
relating to the subject matter of this license. This Agreement may only be
modified in writing. Any waivers and amendments of this Agreement or any of its
terms shall be effective only if made by non-preprinted agreements clearly
understood by both parties to be an amendment or waiver. This Agreement shall be
governed by and construed under the laws of the State of California, USA as if
made and entered into in that state by two residents thereof and without regard
to the United Nations Convention on Contracts for the International Sale of
Goods.


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