Ruben Rodriguez

Customer Service Executive

Micro Motion Sensors And RFT, Transmitter, Eastman Kodak

06.1988 - 03.2024

This Cb Defense Agreement (this “Agreement”) is a legal agreement between the end user entity that has executed this Agreement ("You" or “Your”) and Carbon Black, Inc., a Delaware corporation (“Carbon Black”)
This Agreement sets forth the terms and conditions that govern orders placed by You to access and use Carbon Black’s proprietary cloud-based software service (and any updates and modifications thereto) which is intended to provide a solution to detect and stop cyberattacks, Cb Defense software made available to You in object code only, including any patch, update, upgrade, modification or other enhancement or documentation made available by Carbon Black with respect to such software (collectively, the "Software") and all related services (services and Software collectively, the “Services”) under this Agreement
If the Services have been made available to You for evaluation purposes (“Evaluation Services”), the terms and conditions set forth below shall apply unless specific alternative terms are expressly set forth for the Evaluation Services
RIGHTS GRANTED: Carbon Black hereby grants to You, subject to the terms and conditions of this Agreement, a non-exclusive, non-transferable, worldwide right to access and use the ordered Services only for Your own internal business operations
You may not sell or transfer reproductions of the Services to third parties in any way
You may only use the functionality in the Services and units as specified in an order, quote or invoice from Carbon Black that has been accepted by You (the “Order”)
Evaluation Services may be used solely for Your internal evaluation of the suitability of the Services and in no event for production use
You may not use the Services for any purposes not specifically permitted hereunder or, in the case of Software, on operating systems not specified in the Order or make the Software available to more operating systems than the number specified in the Order, or, if Evaluation Software, on no more than two hundred (200) operating systems or endpoints
OWNERSHIP; COPYRIGHT: Title to the Software, and patents, copyrights and all other property rights applicable thereto and to the Services, shall at all times remain solely and exclusively with Carbon Black and Carbon Black’s licensors (“Carbon Black IP”), and You shall not take any action inconsistent with such title
The Services are protected by United States and other applicable laws and by international treaty provisions
Any rights not expressly granted herein are reserved to Carbon Black and Carbon Black’s licensors
OTHER RESTRICTIONS: You may not cause or permit other to:
Disclose, copy, rent, license, sublicense, lease, disseminate or otherwise distribute the Services by any means or in any form, without the prior written consent of Carbon Black;
Use the Services to conduct a service bureau or similar business for the benefit of third parties;
Modify, enhance, supplement, create derivative work from, adapt, translate, reverse engineer, decompile, disassemble or otherwise reduce the Services, including the Software, to human readable form;
Access or use the Software and Services in order to build or support, and/or assist a third party in building or supporting software or services competitive to Carbon Black;
Perform or disclose any of the following security testing of the Services environment or associated infrastructure: network discovery, port and service identification, vulnerability scanning, password cracking, remote access testing or penetration testing
Carbon Black may make changes or updates to the Services, including but not limited to infrastructure, security, technical configurations, application features, during the term, to reflect changes in technology, industry practices, patterns of system use, and availability of third party content
OF THE SERVICES: You are responsible for identifying and authenticating all employees, contractors, and end users, as applicable (collectively, “Users”) that You authorize to use the Services in accordance with this Agreement and your Order, for controlling against unauthorized access by Users, and for maintaining the confidentiality of usernames, passwords and account information
Carbon Black is not responsible for any harm caused by Users, including individuals who were not authorized to have access to the Services, but who were able to gain access because usernames, passwords and accounts were not terminated on a timely basis in Your local identity management infrastructure or Your local computers
You are responsible for all activities that occur under Your and Your Users’ usernames, passwords and accounts or as a result of Your or Your Users’ access to the Services, and agree to notify Carbon Black immediately of any unauthorized use
You agree to make every reasonable effort to prevent unauthorized third parties from accessing the Services
You are required to accept all patches, bug fixes, updates, maintenance and service packs necessary for the proper function and security of the Services as are generally released by Carbon Black
Carbon Black is not responsible for performance or security issues encountered with the Services that result from Your failure to accept the application of such patches that are necessary for the proper function and security of the Services
LIMITED WARRANTY, DISCLAIMERS AND EXCLUSIVE REMEDIES: Carbon Black warrants that the Services will conform in all material respects to the documentation for the applicable Services offering
This limited warranty: (i) does not apply in the event of any alteration of the Services or any use of the Services other than as permitted hereby or in accordance with its published documentation; and (ii) does not apply to any information or data, including but not limited to, threat intelligence data originating from third parties and enabled through the Services or by links provided by Carbon Black, which are licensed from and owned by third parties, the distribution or use of which may be subject to additional or different terms set forth in the applicable terms of service, policies, rules or licenses, and all of which are provided on an “AS-IS” basis only and Carbon Black hereby disclaims any liability with respect to its accuracy, completeness and/or use
NOTWITHSTANDING THE FOREGOING, EVALUATION SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND
EXCEPT AS EXPLICITLY STATED ABOVE, CARBON BLACK AND CARBON BLACK’S LICENSORS, RESELLERS AND/OR DISTRIBUTORS MAKE NO OTHER WARRANTY OR CONDITION, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, REGARDING THE SERVICES, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT ERROR FREE OPERATION OR NON-INTRUSION DUE TO HACKING OR OTHER SIMILAR MEANS OF UNAUTHORIZED ACCESS
FURTHER CARBON BLACK DOES NOT GUARANTY THAT, (A) THE SERVICES WILL BE PERFORMED ERROR-FREE OR UNINTERRUPTED OR THAT CARBON BLACK WILL CORRECT ALL SERVICES ERRORS, (B) THE SERVICES WILL OPERATE IN COMBINATION WITH YOUR CONTENT OR YOUR APPLICATION, OR WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEMS, SERVICES OR DATA NOT PROVIDED BY CARBON BLACK, (C) THE SERVICES WILL MEET YOUR REQUIREMENTS, SPECIFICATIONS OR EXPECTATIONS
YOU ACKNOWLEDGE THAT CARBON BLACK DOES NOT CONTROL THE TRANSFER OF DATA OVER THE COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT THE SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACIILTIES AND CARBON BLACK IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS
CARBON BLACK IS NOT RESPONSIBLE FOR ANY ISSUES RELATED TO THE PERFORMANCE, OPERATION OR SECURITY OF THE SERVICES THAT ARISE FROM YOUR CONTENT, YOUR APPLICATIONS OR THIRD PARTY CONTENT
NO REPRESENTATION OR OTHER AFFIRMATION OF FACT, INCLUDING BUT NOT LIMITED TO STATEMENTS REGARDING CAPACITY, SUITABILITY FOR USE OR PERFORMANCE OF ANY SERVICES PROVIDED BY CARBON BLACK, OR ANY INFORMATION, CONTENT, OR DATA CONTAINED THEREIN, WHETHER MADE BY CARBON BLACK EMPLOYEES OR OTHERWISE, WHICH IS NOT CONTAINED IN THIS AGREEMENT, WILL BE DEEMED TO BE A WARRANTY BY CARBON BLACK FOR ANY PURPOSE OR GIVE RISE TO ANY LIABILITY OF CARBON BLACK WHATSOEVER
YOU ACKNOWLEDGE THAT IT IS IMPOSSIBLE UNDER ANY AVAILABLE TECHNOLOGY FOR ANY APPLICATION TO IDENTIFY AND ELIMINATE ALL MALWARE
FOR ANY BREACH OF THE FOREGOING SERVICES WARRANTY, YOUR EXCLUSIVE REMEDY AND CARBON BLACK’S ENTIRE LIABILITY SHALL BE THE CORRECTION OF THE DEFICIENT SERVICES THAT CAUSED THE BREACH OF WARRANTY WITHIN A REASONABLE TIME AND WITHOUT CHARGE, OR, IF CARBON BLACK CANNOT SUBSTANTIALLY CORRECT THE DEFICIENCY IN A COMMERCIALLY REASONABLE MANNER, YOU MAY TERMINATE THE DEFICIENT SERVICES AND CARBON BLACK WILL REFUND TO YOU THE FEES FOR THE TERMINATED SERVICES THAT YOU PRE-PAID TO CARBON BLACK FOR THE PERIOD FOLLOWING THE EFFECTIVE DATE OF TERMINATION
LIMITATION OF LIABILITY:
NOTWITHSTANDING ANY PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL CARBON BLACK OR ITS SUPPLIERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS, RESELLERS, DISTRIBUTORS, OR CONTRACTORS (“RELATED PARTIES”) BE LIABLE TO YOU FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO LOST REVENUES, PROFITS OR DATA OR OTHER ECONOMIC LOSS) REGARDLESS OF THE CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBLITY OF SUCH DAMAGES
IN ADDITION, THE MAXIMUM LIABILITY OF CARBON BLACK AND ITS RELATED PARTIES, TAKEN AS A WHOLE, FOR ANY AND ALL CLAIMS IN CONNECTION WITH THIS AGREEMENT AND THE LICENSE SERVICE, REGARDLESS OF THE FORM OF ACTION, SHALL IN NO CIRCUMSTANCE EXCEED THE FEES PAID TO CARBON BLACK FOR THE SERVICE GIVING RISE TO THE LIABILITY, OR, FOR EVALUATION SERVICE, $100.00
DATA COLLECTION AND USE: As part of the Services, Carbon Black will collect and use information about your binaries, devices, files, systems, software, and endpoints (“Technical Data”), to support your use of the Services
The Technical Data may also be used by Carbon Black and distributed (in aggregated and non-attributable form) to improve the operation and functionality of the Services, and for threat detection, threat intelligence, and related analysis
By accessing and using the Services, Customer agrees to the collection, use, distribution, transfer, back-up and storage of the Technical Data by Carbon Black and its service providers
Customer also agrees that Carbon Black and its service providers may, as part of Customer’s use of the Services, distribute, transfer, copy, backup and store your Technical Data in the United States, Europe, or other jurisdictions where data protection standards may be different
Carbon Black shall not be responsible for the deletion, correction, destruction, damage, or loss of any such data collected
Carbon Black reserves the right to establish or modify its general practices and limits relating to storage of such data, and/or to delete or destroy any or all such data periodically
CONFIDENTIALITY: The Services and all information disclosed by Carbon Black to You hereunder or otherwise in connection with the Services, together with, for Evaluation Services, all results of Your evaluation (collectively “Confidential Information”), are confidential information of Carbon Black and shall not be disclosed by You to any third party
You shall only use the Confidential Information as expressly permitted by this Agreement, and in no other manner
You agree to take all necessary precautions to avoid disclosure and misuse of the Confidential Information
You shall promptly notify Carbon Black if You become aware of any breach of this confidentiality obligation and agrees to remedy any such breach
TERM; TERMINATION: This Agreement is valid for the term specified on the applicable Order which this Agreement accompanies and may be terminated by either party for cause as expressly provided in this Agreement
The Agreement will terminate immediately without notice from Carbon Black if You fail to comply with any provision of this Agreement
Upon any such termination, access to the Services shall end and You shall pay to Carbon Black all sums as set forth in the Order then remaining unpaid
The provisions regarding Confidentiality, Limitation of Liability and Evaluation Software Indemnity shall survive termination of this Agreement indefinitely
EVALUATION SOFTWARE INDEMNITY: You agree to defend, indemnify and hold harmless Carbon Black from all claims, damages, and losses, howsoever arising and whether direct, indirect, or consequential, including all legal fees and expenses, arising from claims brought by any third party relating to Your use of the Evaluation Services
THIRD-PARTY INFRINGEMENT INDEMNIFICATION: Carbon Black shall (a) defend, indemnify and hold Customer and its officers, directors, employees and agents harmless from and against all claims and causes of action arising out of an allegation that the Services infringes a third party copyright, trademark or U.S., Canadian or European Union patent, and (b) pay the resulting cost and damages finally awarded against Customer by a court of competent jurisdiction or the amount stated in a written settlement signed by Carbon Black, as long as Customer gives Carbon Black (1) prompt written notice of such claim or action; (2) the right to control and direct the investigation, preparation, defense, and settlement of the action; and (3) reasonable assistance and information with respect to the claim or action
If a final injunction is obtained against Customer’s right to continue using the Software or, if in Carbon Black’s opinion the Services are likely to become the subject of a claim, then Carbon Black may, at its election, either (a) obtain the right for Customer to continue to use the Services; or (b) replace or modify the Services so that it no longer infringes but functions in a materially equivalent manner
If Carbon Black determines that neither of these alternatives is reasonably available, then Carbon Black may terminate this Agreement and refund any prepaid fees for such Services on a pro rata basis
This section shall not apply to infringement or misappropriation claims arising in whole or in part from (1) designs, specifications or modifications originated or requested by Customer; (2) the combination of the Services or any part thereof with other equipment, software or products not supplied by Carbon Black if such infringement or misappropriation would not have occurred but for such combination; or (3) Customer’s failure to install a maintenance update, where same would have avoided such claim
THIS SECTION STATES CUSTOMER’S SOLE AND EXCLUSIVE REMEDY AND CARBON BLACK’S ENTIRE LIABILITY FOR THIRD PARTY INFRINGEMENT CLAIMS
EXPORT: Export laws of the United States and any other relevant local export laws and regulations apply to the Services
You agree that such export laws govern Your use of the Services and any Services deliverables provided under this Agreement and You agree to comply with all such export laws and regulations
You agree that no data, information, software programs and/or materials resulting from the Services will be exported, directly or indirectly, in violation of these laws, or will be used for any purposes prohibited by these laws and You agree to indemnify and hold Carbon Black harmless from and against claims, losses, costs, or liability, arising in connection with Your breach of this Section
GOVERNMENT RESTRICTED RIGHTS: The Software and documentation are "commercial computer software" or "commercial computer software documentation." Absent a written agreement to the contrary, the U.S
Government's rights with respect to such Software or Documentation are limited by the terms of this Agreement, pursuant to FAR 12.212(a) and/or DFARS 227.7202-1(a), as applicable
GOVERNING LAW: This Agreement shall be governed by the laws of the Commonwealth of Massachusetts, U.S.A., excluding (a) its conflicts of laws principles; (b) the United Nations Convention on Contracts for the International Sale of Goods; (c) the 1974 Convention on the Limitation Period in the International Sale of Goods (the "1974 Convention"); (d) the Protocol amending the 1974 Convention, done at Vienna April 11, 1980; and (e) the Uniform Computer Information Transactions Act (UCITA) as adopted by any state
You hereby submit to the exclusive jurisdiction of the federal and state courts located in Boston or Suffolk County, Massachusetts in connection with any dispute arising out of or relating to this Agreement and waive any objection to such venue.
Enhanced customer satisfaction by promptly addressing inquiries and resolving issues
Streamlined communication channels for improved efficiency in handling customer concerns
Boosted customer retention rates by providing exceptional service and building rapport with clients
Implemented new protocols to optimize team performance and deliver consistent results

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Customer Service Executive

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Customer Service Executive

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