PART C: PROVISIONS FOR END USER LICENSE
- Application of Part C: This Part C will only apply to your use of the travel-related booking services and solutions provided on this Web Site by Amadeus North America, Inc. (“Amadeus”) that display the disclaimer “© 2008 Amadeus IT Group S.A. All Rights Reserved”, and any related pages, which may include computer software and Internet-based services (“Amadeus Travel Solutions”).
- Grant of License: Provided that you comply with all terms and conditions of this Part C, CIBC grants you a non-exclusive, non-transferable, fully revocable, right to access and use the Amadeus Travel Solutions for planning, booking, and purchasing of travel itineraries at the fees stated in the agreement between you and CIBC as stated in the Amadeus Travel Solutions.
- Provider of Services: You acknowledge and agree that some or all of the Amadeus Travel Solutions provided under this Part C may be furnished by CIBC’s supplier – Amadeus or its affiliates or licensors, pursuant to an agreement between CIBC and Amadeus (the “License Agreement”). By utilizing the Amadeus Travel Solutions on this Web Site, you expressly understand, acknowledge, and agree that you do not acquire any rights under that License Agreement. You further understand, acknowledge, and agree that, upon expiration or termination of the License Agreement between CIBC and Amadeus, your rights to access and use the Amadeus Travel Solutions shall immediately cease. You further acknowledge and agree that Amadeus is a third party beneficiary to this Agreement and that, as a third party beneficiary, Amadeus has the right to enforce (i) all rights of CIBC in this Part C, and (ii) all obligations assumed by CIBC under the terms of this Part C. You consent to personal jurisdiction in any action brought by CIBC or Amadeus as a third party beneficiary.
- Intellectual Property Rights: You agree that the Amadeus Travel Solutions, the specific design and structure of the individual components of the Amadeus Travel Solutions and their interaction, as well as other design rights and know-how related to the Amadeus Travel Solutions (including any modifications or enhancements thereto) are and shall remain the sole exclusive property of CIBC or its suppliers, as applicable, and that no intellectual property rights or rights other than those expressly stated in Section 10 of Part C are being transferred to you by way of Part C. You acknowledge and agree that you will not copy, modify, merge, supplement, reverse engineer, reverse assemble, decompile, or disassemble the Amadeus Travel Solutions.
- Suspension or Termination for Prohibited Use: In the event your use of the Amadeus Travel Solutions causes immediate material harm or significant risks to the Amadeus Travel Solutions, as determined by CIBC or its suppliers in their discretion, CIBC or its suppliers may immediately suspend all your access rights and other services you receive pursuant to Part C or, in the event the foregoing action does not prevent a prohibited use, terminate the rights in Part C.
- Customer Data: CIBC agrees that all personally identifiable information or data in individually identifiable format related to you (“Customer Data”) which is received, used or stored in connection with the Amadeus Travel Solutions is your confidential information. Notwithstanding anything to the contrary herein, CIBC and its suppliers may gather, compile, commingle and use aggregate, anonymous statistical or analytical data and/or performance information about its provision and the use of the Amadeus Travel Solutions. Such aggregate data may be used by CIBC and its suppliers for financial, accounting, product optimization, customer support, and other business purposes and, provided such aggregated data does not contain any of your personally identifiable data, may be marketed and sold by Amadeus or its affiliates to travel service providers, travel agencies or others. CIBC and its suppliers, as applicable, retain all ownership and intellectual property rights to that aggregate statistical or analytical data and that aggregate statistical or analytical performance information. Further, nothing herein shall operate to restrict CIBC or its suppliers' rights with respect to the marketing of Marketing Information Data Tapes ("MIDT"), however, such MIDT’s do not contain any of your personally identifiable information or data. Further, and notwithstanding anything to the contrary contained herein, CIBC and its suppliers shall have the full right and authority to allow third party service providers access to and limited and restricted use of Customer Data as necessary for the performance of the service offerings elected by you.
In the event that you elect to utilize the Amadeus Travel Solutions and such Amadeus Travel Solutions require the transfer of Customer Data to third parties in order to function as intended, CIBC and its suppliers, as applicable, shall have the right and authority to provide necessary third parties with access to and use of Customer Data. You agree to release and indemnify, defend, and hold harmless CIBC and its suppliers (including Amadeus) from any and all liability resulting from your election of or use of the Amadeus Travel Solutions.
You agree that CIBC and its suppliers by way of this Part C have obtained all necessary permits and consents from you to utilize the Customer Data as stated herein.
- Warranties; Neither CIBC nor its suppliers, including Amadeus, warrant, and instead, specifically disclaim all liability for any information, material, services, or reservations provided by any vendor of travel services, products or information. Neither CIBC nor its suppliers, including Amadeus, warrant, and instead, specifically disclaim all liability for any travel or travel related services or reservations you make with any other party, or any travel or travel related expenses incurred using the Amadeus Travel Solutions.
- Limitation of Liability: In relation to the Amadeus Travel Solutions, you acknowledge and agree that, notwithstanding any damages that you might incur for any reason whatsoever (including all damages referenced herein and all direct or general damages in contract or anything else), the entire liability of CIBC and its suppliers (including Amadeus) for direct damages you sustain shall be limited to the lesser of the actual damages you incur in reasonable reliance on the Amadeus Travel Solutions up to the amount actually paid by you to utilize the Amadeus Travel Solutions or US$500.00.
- Exclusion of Incidental, Consequential and Certain Other Damages, to the Maximum Extent Permitted by Applicable Law: In no event shall CIBC or its suppliers (including Amadeus) be liable for any special, incidental, indirect, punitive or consequential damages whatsoever including, but not limited to, damages for loss of profits or data or confidential or other information, for the loss of data or information communicated through the Amadeus Travel Solutions or otherwise for business interruptions, for personal injury, for loss of privacy, for failure to meet any duty including of good faith or of reasonable care, for negligence, and for any other pecuniary or other loss whatsoever arising out of or in any way related to the use of or inability to use the Amadeus Travel Solutions. The provision of or failure to provide support or other services, information, software, and related content through the Amadeus Travel Solutions or otherwise arising out of the use of the Amadeus Travel Solutions, or otherwise under or in connection with any provision of this Part C, even in the event of the fault, tort (including negligence), misrepresentation, strict liability, breach of contract or reach of warranty of CIBC or its suppliers (including Amadeus), and even if CIBC or any supplier has been advised of the possibility of such damages.
The foregoing limitations, exclusions and disclaimers stated in Sections 15, 16 and 17 of this Part C shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.
- Term: This Part C shall continue to be in full force and effect while you utilize the Amadeus Travel Solutions unless terminated by CIBC.
- Third Party Beneficiaries: Amadeus shall be a third party beneficiary to this Agreement.
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