Microsoft Software License Terms - MICROSOFT DYNAMICS 365 IMPORT TOOL (PREVIEW)

1. These license terms are an agreement between you and Microsoft Corporation (or one of its affiliates). They apply to the software named above and any Microsoft services or software updates (except to the extent such services or updates are accompanied by new or additional terms, in which case those different terms apply prospectively and do not alter your or Microsoft’s rights relating to pre-updated software or services). IF YOU COMPLY WITH THESE LICENSE TERMS, YOU HAVE THE RIGHTS BELOW. BY USING THE SOFTWARE, YOU ACCEPT THESE TERMS.

2. INSTALLATION AND USE RIGHTS.

a. General. You may install and use one copy of the software on Windows devices you own or control in order to access and interact with the Microsoft Dynamics 365 Import Tool (Preview) (“Dynamics 365 Import Tool (Preview)”) and the Microsoft Dynamics 365 Layout (“Dynamics 365 Layout”) application to which you have access rights via your company’s Dynamics 365 Layout subscription. Your access to Dynamics 365 Layout through the use of this software must comply with the existing license terms for Dynamics 365 Layout that apply to you through your company’s subscription, including the Microsoft Online Services Terms (see http://microsoftvolumelicensing.com/) and your Microsoft volume licensing agreement, or any other applicable agreement (collectively, the “Microsoft Licensing Agreement” or “MLA”). You may use and install copies of the software on Windows devices you own or control only if you have a valid subscription license to Dynamics 365 Layout. The Dynamics 365 Import Tool (Preview)is currently provided without additional fees. Microsoft may, in its sole discretion, charge fees for use of the Dynamics 365 Import Tool (Preview). You acknowledge that (i) the Dynamics 365 Import Tool (Preview) may not work correctly or in the manner that a commercial service may function; Microsoft may change it for the final, commercial version or choose not to release a commercial version; (ii) unless otherwise expressly stated in these license terms, the MLA and any references or statements made in the Trust Center do not apply to the Dynamics 365 Import Tool (Preview), including, but not limited to, data security, GDPR, and professional services related terms; (iii) Microsoft may not provide support for the Dynamics 365 Import Tool (Preview); and (iv) you may lose access to the Dynamics 365 Import Tool (Preview) and related data after the Term. Microsoft also may, in its sole discretion, limit the: (a) rate at which the Dynamics 365 Import Tool (Preview) may be called or made available; and (b) the amount of data that may be uploaded to, or served from, the Dynamics 365 Import Tool (Preview) (all of the foregoing being forms of "Throttling"). Microsoft may perform this Throttling globally across the Dynamics 365 Import Tool (Preview). You will not take steps to circumvent or disable any technical measures Microsoft may put in place to enforce Throttling. The Dynamics 365 Import Tool (Preview) is subject to reduced or different security, compliance and privacy commitments. Any data provided to Microsoft through your use of the Dynamics 365 Import Tool (Preview) may be transferred, stored, and processed in the United States, or in any other country where Microsoft of its subcontractors operate.

Important

If you are the administrator for the organization and have authority to act on behalf of and to bind the organization, then by installing or using the Dynamics 365 Import Tool (Preview), you consent to allow authorized users of Microsoft Dynamics 365 online services to activate, configure and enable certain functionality which transmits Customer Data (as defined in the MLA) to external systems. Please consult the feature technical documentation available at: https://docs.microsoft.com/en-us/dynamics365/mixed-reality/layout/.

b. Included Microsoft Applications. The software may include other Microsoft applications. These license terms apply to those included applications, if any, unless other license terms are provided with the other Microsoft applications. Some functionality may require additional licenses for other Microsoft software or applications. You will not be able to use this functionality unless you have a separate license for such Microsoft software or application.

c. Third Party Software. The software may include third party applications that are licensed to you under this agreement or under their own terms. License terms, notices, and acknowledgements, if any, for the third party applications may be accessible online at https://aka.ms/thirdpartynotices or in an accompanying notices file. Even if such applications are governed by other agreements, the disclaimer, limitations on, and exclusions of damages below also apply to the extent allowed by applicable law.

3. PRE-RELEASE SOFTWARE. The software is a pre-release version. It may not operate correctly. It may be different from the commercially released version.

4. DATA COLLECTION. The software may collect information about you and your use of the software and send that to Microsoft. Your opt-out rights, if any, are described in the product documentation. Some features in the software may enable you or your users to provide certain data to Microsoft. Providing such data to Microsoft is optional. Microsoft may use this information and data to provide services and improve Microsoft's products and services. You can learn more about Microsoft’s data collection and use in the product documentation and the Microsoft Privacy Statement at https://go.microsoft.com/fwlink/?LinkId=521839. You agree to comply with all applicable provisions of the Microsoft Privacy Statement.

5. DATA TRANSFERS. Customer Data and Personal Data (as defined in the MLA) that Microsoft processes on your behalf may be transferred to, and stored and processed in, the United States or any other country in which Microsoft or its subprocessors operate. You appoint Microsoft to perform any such transfer of Customer Data and Personal Data to any such country and to store and process Customer Data and Personal Data to provide the Dynamics 365 Import Tool (Preview). Microsoft will abide by the requirements of European Economic Area and Swiss data protection law regarding the collection, use, transfer, retention, and other processing of Personal Data from the European Economic Area and Switzerland. All transfers of Personal Data to a third country or an international organization will be subject to appropriate safeguards as described in Article 46 of the GDPR ((EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of Personal Data and on the free movement of such data, and repealing Directive 95/46/EC) and such transfers and safeguards will be documented according to Article 30(2) of the GDPR. In addition, Microsoft is certified to the EU-U.S. and Swiss-U.S. Privacy Shield Frameworks and the commitments they entail. Microsoft agrees to notify you if it makes a determination that it can no longer meet its obligation to provide the same level of protection as is required by the Privacy Shield principles.

6. SCOPE OF LICENSE. The software is licensed, not sold. Microsoft reserves all other rights. Unless applicable law gives you more rights despite this limitation, you will not (and have no right to):

a. work around any technical limitations in the software that only allow you to use it in certain ways;

b. reverse engineer, decompile or disassemble the software;

c. remove, minimize, block, or modify any notices of Microsoft or its suppliers in the software;

d. use the software in any way that is against the law or to create or propagate malware; or

e. share, publish, distribute, or lend the software, provide the software as a stand-alone hosted solution for others to use, or transfer the software or this agreement to any third party.

7. EXPORT RESTRICTIONS. You must comply with all domestic and international export laws and regulations that apply to the software, which include restrictions on destinations, end users, and end use. For further information on export restrictions, visit https://aka.ms/exporting.

8. SUPPORT SERVICES. Microsoft is not obligated under this agreement to provide any support services for the software. Any support provided is “as is”, “with all faults”, and without warranty of any kind, and Microsoft may cease providing support (if any) at any time, without notice. If Microsoft elects to provide support, Microsoft will solely own any enhancements or improvements to the Dynamics 365 Import Tool (Preview) arising from provision of such support services.

9. UPDATES. The software may periodically check for updates, and download and install them for you. You may obtain updates only from Microsoft or authorized sources. Microsoft may need to update your system to provide you with updates. You agree to receive these automatic updates without any additional notice. Updates may not include or support all existing software features, services, or peripheral devices. Any such update may add, remove, or change features of the Dynamics 365 Import Tool (Preview).

10. TERMINATION. Microsoft may suspend your access to the Dynamics 365 Import Tool (Preview) at any time and for any reason immediately on notice. Upon termination or suspension, your right to use the Dynamics 365 Import Tool (Preview) stops immediately. Either party may also terminate this agreement for cause on 30 days’ written notice to the other party of a material breach if such breach remains uncured at the expiration of such period. Microsoft makes no guarantees or commitments regarding the commercial availability or pricing of Dynamics 365 Import Tool (Preview).

11. FEEDBACK. “Feedback” is all suggestions, comments, input, ideas, or know-how, in any form, that you provide to Microsoft about Microsoft products and services, including the Dynamics 365 Import Tool (Preview). If you give Feedback to Microsoft, you give to Microsoft, without charge, the right to use, share and commercialize your Feedback in any way and for any purpose. You will not give Feedback that is subject to a license that requires Microsoft to license its software or documentation to third parties because Microsoft includes your Feedback in them.

12. ENTIRE AGREEMENT. This agreement, and any other terms Microsoft may provide including terms for supplements, updates, or third-party applications, is the entire agreement for the software.

13. APPLICABLE LAW AND PLACE TO RESOLVE DISPUTES. If you acquired the software in the United States or Canada, the laws of the state or province where you live (or, if a business, where your principal place of business is located) govern the interpretation of this agreement, claims for its breach, and all other claims (including consumer protection, unfair competition, and tort claims), regardless of conflict of laws principles. If you acquired the software in any other country, its laws apply. If U.S. federal jurisdiction exists, you and Microsoft consent to exclusive jurisdiction and venue in the federal court in King County, Washington for all disputes heard in court. If not, you and Microsoft consent to exclusive jurisdiction and venue in the Superior Court of King County, Washington for all disputes heard in court.

14. CONSUMER RIGHTS; REGIONAL VARIATIONS. This agreement describes certain legal rights. You may have other rights, including consumer rights, under the laws of your state, province, or country. Separate and apart from your relationship with Microsoft, you may also have rights with respect to the party from which you acquired the software. This agreement does not change those other rights if the laws of your state, province, or country do not permit it to do so. For example, if you acquired the software in one of the below regions, or mandatory country law applies, then the following provisions apply to you:

a. Australia. You have statutory guarantees under the Australian Consumer Law and nothing in this agreement is intended to affect those rights.

b. Canada. If you acquired this software in Canada, you may stop receiving updates by turning off the automatic update feature, disconnecting your device from the Internet (if and when you re-connect to the Internet, however, the software will resume checking for and installing updates), or uninstalling the software. The product documentation, if any, may also specify how to turn off updates for your specific device or software.

c. Germany and Austria.

i. Warranty. The properly licensed software will perform substantially as described in any Microsoft materials that accompany the software. However, Microsoft gives no contractual guarantee in relation to the licensed software.

ii. Limitation of Liability. In case of intentional conduct, gross negligence, claims based on the Product Liability Act, as well as, in case of death or personal or physical injury, Microsoft is liable according to the statutory law.

Subject to the foregoing clause (ii), Microsoft will only be liable for slight negligence if Microsoft is in breach of such material contractual obligations, the fulfillment of which facilitate the due performance of this agreement, the breach of which would endanger the purpose of this agreement and the compliance with which a party may constantly trust in (so-called "cardinal obligations"). In other cases of slight negligence, Microsoft will not be liable for slight negligence.

15. DISCLAIMER OF WARRANTY. THE SOFTWARE IS LICENSED “AS IS.” YOU BEAR THE RISK OF USING IT. MICROSOFT GIVES NO EXPRESS WARRANTIES, GUARANTEES, OR CONDITIONS. TO THE EXTENT PERMITTED UNDER APPLICABLE LAWS, MICROSOFT EXCLUDES ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

16. LIMITATION ON AND EXCLUSION OF DAMAGES. IF YOU HAVE ANY BASIS FOR RECOVERING DAMAGES DESPITE THE PRECEDING DISCLAIMER OF WARRANTY, YOU CAN RECOVER FROM MICROSOFT AND ITS SUPPLIERS ONLY DIRECT DAMAGES UP TO U.S. $5.00. YOU CANNOT RECOVER ANY OTHER DAMAGES, INCLUDING CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT OR INCIDENTAL DAMAGES.

17. This limitation applies to (a) anything related to the software, services, content (including code) on third party Internet sites, or third party applications; and (b) claims for breach of contract, warranty, guarantee, or condition; strict liability, negligence, or other tort; or any other claim; in each case to the extent permitted by applicable law.

It also applies even if Microsoft knew or should have known about the possibility of the damages. The above limitation or exclusion may not apply to you because your state, province, or country may not allow the exclusion or limitation of incidental, consequential, or other damages.