Incredimail 2013 Annual Report Download - page 192

EXECUTION VERSION
6.4 Confidentiality of Agreement . Each Party agrees that the terms and conditions of this Agreement shall be deemed
Confidential Information of the other Party and will be disclosed only as set forth in this Section 6 or as otherwise provided in Section 14 (Public
Relations and Communications).
6.5 Feedback . Any Feedback is given entirely voluntarily, and the recipient of Feedback is free to use, disclose, reproduce,
license or otherwise distribute, and exploit Feedback provided to it as it sees fit, without obligation or restriction of any kind to the other Party.
As used in this Agreement, “Feedback” means a Party’
s suggestions, comments, or other input specifically about the products and services of the
Party receiving the feedback.
7. REPRESENTATIONS, WARRANTIES AND COVENANTS
7.1 Mutual . Each of the Parties hereto represents, warrants and covenants to the other as of the Effective Date that (a) it is a
corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation; (b) it has the corporate
power and authority to enter into this Agreement and the transactions contemplated hereby, the execution, delivery and performance of this
Agreement and the transactions contemplated hereby, have been duly authorized by all necessary corporate action by such Party; and (c) the
execution, delivery and performance of this Agreement by such Party or its Affiliates does not (i) violate any provision of its articles of
incorporation, bylaws or other organizational documents or (ii) induce, cause, constitute or result in any violation, breach or impairment of, any
default under or any conflict or interference with any agreement, contract, license, promise, commitment, arrangement, option or undertaking,
whether written or oral, of a Party or any of its Affiliates. Each of the Parties hereto further covenants to the other that in providing and
implementing the Services or performing its obligations hereunder, it will comply with all applicable Laws, including, but not limited to all
applicable Privacy Laws and the Laws of the United States regulating the export of software, technology, services, information and hardware
covered under this Agreement.
7.2 By Microsoft . Microsoft represents and warrants that (a) it is a wholly-owned subsidiary of Microsoft Corporation and (b)
that it has sufficient assets and financial resources to perform its obligations under this Agreement, including providing the Services in the
Territory and payment obligations, during the Term.
8. DISCLAIMER
EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES MADE BY THE PARTIES IN THIS AGREEMENT AND TO
THE MAXIMUM EXTENT PERMITTED BY LAW, NO PARTY HERETO MAKES ANY OTHER REPRESENTATIONS OR
WARRANTIES. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY
LAW, EACH PARTY EXPRESSLY DISCLAIMS ANY AND ALL OTHER REPRESENTATIONS AND WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, OR
NONINFRINGEMENT OR ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE.
CONFIDENTIAL
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