CITRIX READY PARTNER AGREEMENT
THIS AGREEMENT IS BETWEEN CITRIX SYSTEMS, INC. (“WE” OR “COMPANY”)AND THE ENTITY REGISTERING AS PARTNER (“YOU” OR “PARTNER”) AND IS APPLICABLE TO THE XENSERVER HARDWARE COMPATIBILITY LIST (HCL) PROGRAM. THIS AGREEMENT TAKES EFFECT WHEN YOU CLICK “SUBMIT” ON THE REGISTRATION FORM (“EFFECTIVE DATE”). IF YOU CLICK “SUBMIT YOU AGREE THAT YOU ARE AUTHORIZED TO BIND PARTNER TO THIS AGREEMENT AND THAT PARTNER WILL BE BOUND BY THIS AGREEMENT. IF YOU ARE NOT AUTHORIZED TO BIND PARTNER TO THIS AGREEMENT OR DO NOT AGREE TO THIS AGREEMENT, DO NOT CLICK SUBMIT. THIS AGREEMENT DOES NOT BECOME EFFECTIVE IF COMPANY DETERMINES THAT YOU ARE NOT AUTHORIZED.
1. DEFINITIONS
“Affiliate” means an entity that controls, is under common control with, or is controlled by Company or Partner, whereas “control” means the ownership, direct or indirect, of a majority of an entity’s stock entitled to vote for the election of directors.
“Agreement” means this Agreement and any other documents incorporated by reference, including, but not limited to, the Developer Terms of Use, Citrix Trademark Guidelines, and Privacy Policy.
“Citrix” means Citrix Systems, Inc., a Delaware corporation with its principal place of business at 851 West Cypress Creek Road, Fort Lauderdale, FL 33309, an Affiliate of Cloud Software Group Holdings, Inc..
“Citrix Marks” means Citrix’s trade names and trademarks, including, without limitation, the Citrix Ready Marks.
“Citrix Product” means any of Citrix’s products, software, developer components and materials, technologies, and/or services.
“Citrix Ready Marks” means the Citrix Ready brand assets, including trademarks and logos.
“Citrix Ready Partner Site” means the page which lists, or provides a link to, the Citrix Ready Partners on the Citrix website, available at https://www.citrix.com/citrix-ready-partners.html.
“Citrix Trademark Guidelines” means the current Citrix Trademark Guidelines, available at https://www.cloud.com/legal.
“Customers” means Distributors and/or End Users, as applicable.
“Developer Portal” means the developer portal(s) and documentation at citrix.com and/or its affiliates related websites.
“Developer Terms of Use” means the Developer Terms of Use available at https://www.cloud.com/content/dam/cloud/documents/legal/developer-terms-of-use.pdf.
“Distributor” means a distributor or reseller of Citrix Products and/or Partner Products.
“End User” means an end-user customer for the Citrix Products and/or Partner Products.
“Integration” means a software and/or process of developing your product or service to interface, work and/or interoperate with Citrix Product(s). Each Integration contains a single use case for End Users to streamline functionality from complex enterprise applications. Integrations include but are not limited to utilizing APIs available within SaaS, web, or home-grown applications to allow End Users to see content without the full launch of the application or the need to switch context.
“Intellectual Property (IP) Rights” means all intellectual property throughout the world, including, without limitation, patents, copyrights, trademarks, trade secrets logos, designs, symbols, images, inventions, software codes, and contractual or other rights in confidential information, moral rights, rights of privacy and publicity, and any other intellectual and industrial property and proprietary rights including registrations, applications, renewals and extensions of such rights worldwide.
“Materials” means the deliverables Citrix provides to Partners including, without limitation, APIs, documentation, images, presentations, sample code, test accounts, and other materials.
“Open Source Software” means third party software offered under an Open Source Software (OSS) licensing model to use, modify, and distribute with its original rights (e.g., the GNU General Public License, BSD, or a license similar to those approved by the Open Source Initiative).
“Partner Marks” means Partner’s name, logos, trademarks, and service marks used with Partner Products.
“Partner Materials” means information about Partner: (i) provided by Partner to Citrix and hosted on the Citrix Ready Partner Site or, displayed within Citrix Products, or (ii) provided and hosted by Partner and linked to by Citrix via the Citrix Ready Partner Site or other url designated by Company.
“Partner Product” means a product or Integration that Partner has developed and integrated with Citrix Product(s).
“Partnership Tier” means the applicable partnership tier for Partner as determined pursuant to Section 2 (Partnership Overview) of this Agreement.
“Party” and “Parties” mean Partner and/or Company.
“Privacy Policy” means the then-current Citrix Privacy Policy available at https://www.cloud.com/privacy-policy.
“Security Vulnerability” means a weakness in a product that could allow an attacker to compromise the integrity, availability, or confidentiality of the product.
“Updates” means any modifications, adaptations, customizations, fixes, enhancements, patches, and new releases.
“Verification” means the examination of results shown post Integration of a Partner Product with Citrix Product(s).
“Verified Product” means a Partner Product that has successfully completed Verification either from Company or by way of self-certification pursuant to certification requirements provided by Company.
“Verified Integration” means an Integration of a Verified Product.
“Verified In-Product Integration” means a Verified Integration that is distributed directly by Company to End Users from within Citrix Product(s).
2. PARTNERSHIP OVERVIEW
Partnership: The XenServer Hardware Compatibility List (HCL) is a free, voluntary technology interoperability partnership program for certain hardware, middleware and/or software components to be self-certified as compatible to integrate with the XenServer Citrix Product software versions (“XenServer”).
The program consists of Partner completing a self-certification and self- validation process designed by Company for confirming interoperability and/or compatibility with XenServer, including but not limited to publishing Partner’s Verified Products on XenServer HCL website found here: https://hcl.xenserver.com/
For further information on the HCL program details, please also reference the HCL FAQ found here: https://hcl.xenserver.com/faq/
Company reserves all rights to retain, remove, qualify, and disqualify Partners at any time with or without prior notice.
Partners will not be entitled to any support from the Company for XenServer unless they have a valid support product entitlement thereto.
3. OWNERSHIP
Company and its licensors retain all ownership and other rights in the Citrix Products (including all documentation and Citrix Ready program material made available) and Citrix Marks, including all Intellectual Property Rights. You and your licensors retain all ownership and other rights in the Integrations, Partner Marks, Partner Products and Partner Materials, including all Intellectual Property Rights. No title or ownership rights thereto are transferred under this Agreement.
4. CITRIX READ PARTNER LISTING
4.1 Partners Listing: Company, at its sole discretion, may maintain a Citrix Ready Partner Site where it may list the Partner logo and URL or hyperlink to the Partner’s Citrix Ready reference page. Partner agrees to list its Verified Products on its website and provide Company a link to the Partner’s reference page.
4.2 Company License. Subject to the terms and conditions of this Agreement, and during the term of this Agreement, Company grants Partner a limited NFR (Demo) license of Citrix Products for integration and validations only, in accordance with the EULA.
4.3 Partner License. Subject to the terms and conditions of this Agreement, and during the term of this Agreement, Partner grants Company a limited, worldwide, non-exclusive, revocable, royalty-free license to use, reproduce, publish, market, display, perform, and distribute Partner Materials and Verified Products.
4.4 Company Removal. Company may categorize, remove, reject, discontinue, edit, or cancel any Partner Materials or Partner logos or the partnership program at any time and without prior notice.
4.5 Partner Customer License Terms. If Partner offers Verified Products for download or any other distribution, Partner is responsible for providing Partner’s license, privacy policy, or other terms. Such license and other terms are solely between Partner and its Customers and shall not bind or create any obligations for Company.
5. CITRIX MARKS & PARTNER MARKS; PUBLICITY
5.1 Trademark License. Subject to the terms and conditions of this Agreement, and during the term of this Agreement, Company grants Partner a limited, worldwide, non-transferable, non-exclusive, non-sublicensable, revocable license to use the Citrix Ready Marks only on or in connection with Verified Products and for the sole purpose of marketing and promoting the Partnership.
5.2 Trademark Guidelines. Partner’s use of the Citrix Ready Marks shall be in strict compliance with the Citrix Trademark Guidelines, and any specific brand and style guidelines maintained by Citrix.
5.3 Trademark Ownership. Partner acknowledges Company's ownership and title to the Citrix Ready Marks, whether registered or not. Partner shall not register, or attempt to register, any Company or Citrix Ready Marks or other trademarks confusingly similar to these marks.
5.4 Modification of Marks. Company may modify the Citrix Marks and Citrix Ready Marks, at any time in its sole discretion. Partner shall be responsible for monitoring changes to, and ensuring compliance with, Company’s Trademark Guidelines. If changes are made to Company’s Trademark Guidelines or applicable brand and style guides, Partner shall promptly implement such changes and cease using assets featuring outdated Company brand assets no later than one (1) month from the date on which the changes were published or Partner was notified of such changes, whichever comes first. Partner may continue to sell existing inventory of its Verified Product containing outdated Company brand assets directly thereon (or on the labels, tags, or packaging thereof) for a period of six (6) months after the date on which changes to Company’s Trademark Guidelines or applicable brand and style guides were published or Partner was notified thereof, whichever comes first.
5.5 Publicity. You will not issue any press release or other publicity regarding this Agreement or relationship with Company without Company’s prior written consent. We may identify You and use Partner Marks to identify your Partnership and promote Your Verified Products. Partner Materials, Partner’s website, and the Citrix Ready or other site designated by Company may state that Partner and Verified Product are “Citrix Ready™” or “CitrixⓇ compatible” but shall not state or imply Company approval or endorsement of the Verified Product or include any Company quotation without Company’s prior written consent.
5.6 Partner Trademark License. Subject to the terms and conditions of this Agreement, and during the term of this Agreement, Partner grants Company a worldwide, non-exclusive, royalty free, license to copy, display, perform, and publish Partner’s Marks, only on or in connection with a Verified Products and for the sole purpose of marketing and promoting the Partnership. Company’s use of the Partner Marks shall otherwise be in strict compliance with the applicable Partner trademark use guidelines.
6. PARTNER REPRESENTATIONS AND WARRANTIES
Partner represents and warrants that:
(a) It shall provide Customers with a limited warranty for the Verified Products which fully complies with all applicable laws;
(b) It holds all rights in or has appropriate licenses (including, without limitation, Intellectual Property Rights) for Partner Materials and Partner Products, and fully complies with all such licenses;
(c) All information and Partner Materials provided to Company are complete, correct and current; and
(d) Use of Partner Materials and Partner Products will not violate any applicable laws, or third party rights (including, without limitation, Intellectual Property Rights).
7. SUPPORT
7.1 Partner Support. Partner shall provide all necessary support directly to its Customers for the Verified Products. If a Customer contacts Company regarding a Verified Product, Company will refer the Customer to the Partner for assistance.
8. ADDITIONAL TERMS
8.1 Developer Terms of Use. Your use of developer related Materials, including but not limited to SDKs, APIs and related developer resources is subject to the Developer Terms of Use.
8.2 EUSA; EULA. Your use of Citrix Products is subject to the terms of End-User Services Agreement (“EUSA”) or End-User License Agreement (“EULA”), as applicable, which is available at https://www.citrix.com/buy/licensing/agreements.html. You are prohibited from developing Partner Products intended to enable Customers to breach their agreements with Company, inclusive of the EUSA or EULA.
8.3 Open Source Software. The Materials may include Open Source Software. Your use of Open Source Software is governed by the applicable open source license.
8.4 Privacy Policy. By engaging in partnership with Company, you hereby consent to abide by the terms outlined in the Privacy Policy.
9. FEEDBACK
You grant Company a royalty-free, irrevocable, perpetual, worldwide license to utilize and develop derivative works based on any feedback, comments, functionality, code, features, enhancement requests, recommendations, or suggestions provided by You regarding Integrations or Citrix Products (“Feedback”). Company retains the right to freely use, modify, distribute, or commercialize Feedback without any compensation or obligation to You. Unless otherwise agreed to in a separate written agreement, the provision of feedback shall not impose any confidentiality obligation upon the Company. Furthermore, You will not give Feedback that is subject to license terms necessitating the inclusion or derivation of any Company product, technology, service or documentation incorporated or derived from such Feedback, or any Company Intellectual Property, to be licensed or otherwise shared with any third party.
10. WARRANTY DISCLAIMER
THE CITRIX READY PARTNERS SITE, MATERIALS CONTAINED THEREIN ARE PROVIDED “AS IS,” “WITH ALL FAULTS” AND ON AN “AS AVAILABLE BASIS” TO THE EXTENT PERMITTED BY APPLICABLE LAW. COMPANY EXPLICITLY DISCLAIMS ANY EXPRESS, IMPLIED OR STATUTORY WARRANTY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT FOR ANY CITRIX READY MARKS, CITRIX MARKS, CITRIX READY PRODUCTS, CITRIX READY PARTNER SITES, MATERIALS ON PAGE, OR ANY OTHER MATERIALS, SERVICES, OR INFORMATION PROVIDED BY COMPANY. COMPANY DOES NOT WARRANT THAT INCLUSION IN THE PARTNERSHIP WILL RESULT IN RECEIVING ANY ORDERS, SUBSCRIPTIONS, OR REVENUE. COMPANY MAKES NO REPRESENTATIONS, WARRANTIES, OR OTHER ASSURANCES REGARDING THE VERIFIED PRODUCTS OR TO ANY THIRD PARTY, INCLUDING, WITHOUT LIMITATION, PARTNER’S CUSTOMERS.
11. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL A PARTY , ITS EMPLOYEES OR AFFILIATES, ITS LICENSORS OR SUPPLIERS, BE LIABLE FOR ANY COSTS RELATED TO THE PROCUREMENT OF SUBSTITUTE GOODS, LOST PROFITS, REVENUES, DATA, BUSINESS INTERRUPTION COST, OR FOR ANY OTHER SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, REGARDLESS OF THE CAUSE, WHETHER ARISING FROM THE BREACH OF WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL DIRECT LIABILITY OF A PARTY ARISING OUT OF THIS AGREEMENT AND/OR ITS TERMINATION SHALL BE LIMITED TO US$1 ,000. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN. A PARTY’S LIMITATION OF LIABILITY IS CUMULATIVE, WITH ALL OF A PARTY’S EXPENDITURES BEING AGGREGATED TO DETERMINE SATISFACTION OF THE LIMIT. THE EXISTENCE OF MULTIPLE CLAIMS OR SUITS WILL NOT ENLARGE OR EXTEND THE LIMIT.
12. INDEMNIFICATION
Partner shall undertake the obligation to defend, indemnify, and hold Company harmless against any third-party action initiated against or tendered to Company, including reimbursement of any associated damages and costs, arising from or related to: (a) Partner’s failure to comply with this Agreement; (b) the infringement or misappropriation by the Partner Materials or Verified Products of third-party Intellectual Property Rights; or (c) any loss, property damage or personal injury caused by the Partner Materials or Verified Products. If a third-party action is brought against or tendered to Company for infringement or misappropriation of third party Intellectual Property Rights arising from or related to any Verified Integration, Partner shall, at Company’s request, extend cooperation in all reasonable respects related to such action.
13. TERM AND TERMINATION
13.1 Term. The term of this Agreement will begin on the Effective Date and continue for a one (1) year period and thereafter shall continue for additional one (1) year periods unless either party provides 30 days notice of termination .
13.2 Termination For Convenience. Either party may terminate this Agreement for convenience upon providing 30 days advanced written notice to the other party . Upon termination for convenience, both parties shall promptly return or destroy any confidential information or proprietary materials shared during the course of the Agreement
13.3 Termination for Breach. Company may terminate this Agreement immediately upon providing written notice to Partner if Partner commits a material breach of any provision of this Agreement.
13.4 Consequences of Termination. Upon termination of this Agreement: (a) all licenses granted by either Party to the other under this Agreement shall terminate, except under Section 10 (Feedback); (b) You will immediately cease the use of all Materials, Citrix Products and Citrix Ready Marks; (c) Company will remove your Partner logo and Partner Materials if any, from the Citrix Ready Partner Site; and (d) You will immediately cease identifying yourself as a Citrix Partner or Your products as Verified Products.
13.5 No Liability for Termination. Upon termination of this Agreement, neither Party shall be liable to the other, due to such termination, for compensation, reimbursement or damages arising from the loss of prospective profits or anticipated sales expenditures, inventory, investments, or commitments in connection with the business or goodwill of either Party. Termination shall not relieve either Party of obligations incurred prior to termination.
13.6 Survival. Sections 3 (Ownership), 12 (Limitation of Liability), 13 (Indemnification)
14 (Term and Termination), 15 (Confidentiality), 16 (Compliance), and 18 (General) survive termination of this Agreement.
14. CONFIDENTIALITY
For the purposes of this Agreement, "Confidential Information" shall mean any information disclosed by one Party ("Disclosing Party") to the other Party ("Receiving Party"), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure including, without limitation, nonpublic information regarding the Materials, Citrix Products, Partner Products, data, ideas, inventions, features, software, techniques, technology, trade secrets, customer information, marketing strategies and business and financial information.
Receiving Party agrees it shall not disclose to any third party any of the disclosing Party’s Confidential Information, nor utilize such Confidential Information in any manner other than for the performance of obligations under this Agreement. The Receiving Party shall take all reasonable precautions to protect the confidentiality of the Confidential Information and shall ensure that its employees, agents, and subcontractors who have access to the Confidential Information are bound by obligations of confidentiality no less restrictive than those set forth in this Agreement. The obligations set forth in this Clause shall not apply to any information that: (i) is publicly disclosed without fault of the receiving Party; (ii) is already lawfully possessed by the receiving Party and not subject to a confidentiality obligation to the disclosing Party; (iii) is disclosed to the receiving Party by a third party with the authority to disclose such information; or (iv) constitutes Confidential Information that the receiving Party is required to produce pursuant to a court order of competent jurisdiction or a valid administrative subpoena, provided that the receiving Party furnishes the other Party with prompt notice of such court order or subpoena.
Upon termination or expiration of this Agreement, or upon written request by the Disclosing Party, the Receiving Party shall promptly return or destroy all Confidential Information of the Disclosing Party in its possession or control, including any copies thereof, and shall certify in writing to the Disclosing Party that such Confidential Information has been returned or destroyed.
15. COMPLIANCE
15.1 Anti-Bribery. Partner, including its owners, directors, officers, employees, agents, partners, and vendors shall not directly or indirectly offer, promise to pay, or authorize the payment of, any money or anything of value to any person to improperly obtain, retain, or direct business or secure an improper advantage in connection with Company products or services.
15.2 Books and Records.
i)Maintenance of Records: Partner shall maintain accurate and complete books, records, and accounts (collectively, "Records") relating to its activities under this Agreement.
ii) Access to Records: Company shall have the right, during normal business hours and upon reasonable notice to Partner, to inspect, examine, audit, and copy all Records maintained by Partner pertaining to its obligations under this Agreement.
iii) Accuracy and Compliance: Partner shall ensure that all Records are accurate.
iv) Cooperation: Partner shall reasonably cooperate with any audits or investigations conducted by Company or its authorized representatives relating to Partner's compliance with this Agreement .
v) Remedies: In the event that Company determines, in its sole discretion, that Partner has failed to comply with the requirements of this Agreement, Company may take any action it deems necessary, including but not limited to termination of this Agreement, suspension of Partner's rights and privileges, and pursuit of legal remedies.
15.3 Compliance with Laws. Each Party will comply with all laws and regulations applicable to the performance of its obligations under this Agreement.
15.4 Export Compliance. Both Parties shall comply with all export and import control laws and regulations, including but not limited to those of the United Staes, the European Union, and any other relevant jurisdiction. Under no circumstances may the material and/or information provided under this Agreement be exported or re-exported or transferred to (i) any country subject to U.S. embargo, (ii) U.S. designated denied persons or prohibited entities or (iii) U. S. special designated nationals. Partner certifies that all Verified In-Product Integrations are authorized for export from the United States in accordance with the requirements of applicable laws. Upon Company’s request (as part of Verification or otherwise), Partner will provide to Company the classification of the Partner Products under the U. S. Export Administration Regulations and reasonably work with Company to ensure compliance with applicable export controls based on this classification.
16. SECURITY
16.1 Notification of Security Vulnerabilities. Partner shall immediately notify Company in the event that it learns of a Security Vulnerability in the Verified Products which could directly or indirectly involve Citrix Products. Partner shall use its reasonable best efforts to remediate the Security Vulnerability as promptly as practicable, and shall keep Company regularly informed of the remediation status.
17. GENERAL
17.1 Assignment. Partner may not assign or transfer, directly or indirectly, any of your rights or delegate your duties under this Agreement either in whole or in part, by operation of law or otherwise and any such attempted assignment or delegation shall be void.
17.2 Changes. Company reserves the right to modify the terms of this Agreement at any time. Any changes to the terms of this Agreement will be communicated to You and will become effective immediately upon such communication. The modified terms will apply to your participation in the Partnership Tier, as well as your use of the Materials or Citrix Ready Partners Site, from the effective date of the changes onward. If You do not agree to the modified terms, You must immediately cease your participation in the Partnership Tier and refrain from using the Citrix Materials, Citrix Marks or Citrix Ready Partners page.
17.3 Entire Agreement. This Agreement, including all documents and policies incorporated herein, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, negotiations, representations, and understandings, whether written or oral, relating to such subject matter. Any amendments or modifications to this Agreement must be made in writing and executed by both parties. If any provision of this Agreement is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be deemed modified to the extent necessary to make it enforceable, and the remaining provisions of this Agreement shall remain in full force and effect.
17.4 Force Majeure. Neither Party is liable for failure or delay resulting from a condition beyond the reasonable control of the Party, including, without limitation, acts of God, government action, terrorism, natural disaster, fire, flood, labor strikes, power failures or zombie apocalypse.
17.5 Governing Law. This Agreement is governed by the laws of the State of Florida without reference to conflict of laws principles and excluding the United Nations Convention on Contracts for the International Sale of Goods. Each Party consents to the exclusive jurisdiction and venue in the State and Federal courts within Broward County, Florida. Either Party may apply to any court of competent jurisdiction for injunctive relief without waiver or breach of this provision.
17.6 Headings. Section headings used in this Agreement are for convenience only and do not supersede or modify any provisions.
17.7 Independent Contractors. You and Company are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the Parties. You shall not make any representations, warranties or commitments on Company’s behalf or in Company’s name.
17.8 No Third-Party Beneficiaries. There are no third-party beneficiaries to this Agreement.
17.9 No Waiver. Failure to enforce any provision of this Agreement shall not constitute a waiver of such provision or any other provision hereof.
17.10 Notices. Company may provide You with notices via email, regular mail, and/or postings on the Developer Portal or Citrix Ready Partners Site and you agree to receive such communications.
17.11 U.S. Government Customers. The Materials and Citrix Products are “Commercial Computer Software” as defined in Section 2.101 of the Federal Acquisition Regulation (“FAR”), 48 CFR 2.101. Therefore, in accordance with Section 12.212 of the FAR (48 CFR 12.212), and Sections 227.7202- 1 and 227.7202-3 of the Defense Federal Acquisition Regulation Supplement (“DFARS”) (48 CFR 227.7202-1 and 227.7202-3), the use, duplication, and disclosure of the software and related documentation by the U.S. Government or any of its agencies is governed by, and is subject to, all of the terms, conditions, restrictions, and limitations set forth in this Agreement. If, for any reason, FAR 12.212 or DFARS 227.7202-1 or 227.7202-3 or these license terms are deemed not applicable, the Government’s right to use, duplicate, or disclose the software and related documentation are “Restricted Rights” as defined in 48 CFR Section 52.227- 14(a) (May 2014) or DFARS 252.227-7014(a)(15) (Feb 2014), as applicable. Manufacturer is Citrix Systems, Inc., 851 West Cypress Creek Road, Fort Lauderdale, Florida 33309.
17.12 Reservation of Rights. Except as expressly provided, nothing in this Agreement transfers, conveys, or grants any right, title, or interest in any software or other materials exchanged by the Parties. Each Party reserves all rights not expressly granted.
17.13 Right of Independent Development. This Agreement shall not limit Company’s right to develop, acquire, license, market, promote, or distribute products that perform the same or similar functions as or otherwise compete with any Verified Product.
17.14 Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the remaining provisions of this Agreement shall remain in full force.
17.15 Electronic Signatures. Electronic signatures in connection with this Agreement shall be binding to the same extent as original signatures.
End of Agreement