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Policies & warranties

Policies & Warranties

  • Kymeta™ u8 Products Limited Warranty and Support Policy

    1. Limited Warranty 

    Kymeta Corporation (“Kymeta”) warrants that the Kymeta Hawk™ u8, Hawk™ u8 LEO, Goshawk™ u8, Osprey™ u8, Osprey™ u8 ‒ HGL, Peregrine™ u8 LEO (“Product”) will materially conform to Kymeta’s applicable published specification in effect as of the date of installation and will be free from significant defects in materials and workmanship for the period set forth below. This Limited Warranty does not apply to any third-party products or materials. 

    A. Limited Warranty Period 

    The Limited Warranty Term is for a period of twelve (12) months starting from the earlier of the date of activation or 120 days from shipment from Kymeta. 

    B. Exclusive Remedy and Warranty Procedure 

    As the exclusive remedy, and Kymeta’s sole and exclusive liability, for any breach of the Limited Warranty contained herein, Kymeta will, in Kymeta’s sole discretion, repair or replace the product with a new or refurbished product in accordance with the procedure below: 

    1. Contact the party you purchased (“Purchaser”) the Product from for warranty support.
    2. Purchaser must notify Kymeta of any alleged defect within 15 days of discovery of the alleged defect and before the expiration of the Limited Warranty Period. Purchaser will be required to provide information requested by Kymeta regarding the alleged defect.
    3. Kymeta will first attempt to provide remote assistance for any claims. If remote assistance does not resolve the claim, Kymeta will provide Purchaser with a return materials authorization (“RMA”) number, shipping instructions, and other information before Purchaser can ship the Product to Kymeta.
    4. Purchaser must, at its sole cost and expense, ship the allegedly defective Product to Kymeta’s designated facility.
    5. Kymeta will inspect the Product upon arrival at its facility and determine whether an alleged defect is covered under the Limited Warranty. Kymeta will, at its cost and expense, repair or replace verified and covered defects. Kymeta will provide the Purchaser with a repair quote for any repair that is determined to be uncovered or outside of the Limited Warranty, which the Purchaser may accept or reject.
    6. Kymeta will return the repaired, replaced, or if elected by the Purchaser to not continue with an uncovered repair by rejecting the quote, the original product to Purchaser’s designated location within the continental United States at either i) its cost where repairs or replacement was deemed to be covered or ii) at the Purchaser’s cost if the uncovered repair is elected or rejected and the original product is returned.
    7. If the product is delivered to a Kymeta distribution partner, the distribution partner is responsible for returning the product to its customer. 

    C. Extended Warranty Period 

    An Extended Warranty Period may be purchased for years two and three after purchase. The Extended Warranty Period may be purchased at the time of original purchase or within 30 days of the initial Limited Warranty Period expiring. The maximum Warranty Period is three years (Year 1 included with initial terminal purchase + optional 2 years). 

     

    2. Kymeta Support 

    Kymeta provides the following Support services and self-help access portals for the life of all Products covered by this policy document: 

    1. Interim resolutions to reported software or configuration issues (“Hotfixes”) provided as over-the-air (“OTA”1) uploads.
    2. Software revisions that Kymeta makes to maintain or enhance operability, including fixes for reported or identified software problems (“Maintenance Releases”) provided as over-the-air (“OTA”) uploads.
    3. Updated software to enhance functionality that Kymeta may release to all its terminals online from time to time provided as over-the-air (“OTA”) uploads, this does not include new features or new functions provided with new software releases (“Software Updates”).
    4. Access to the Kymeta Access Portal for warranty registration, updated downloads, product documentation, knowledge base access, and other helpful features that Kymeta may add from time to time.
    5. Five (5) online training seats to the Kymeta Academy where the user will have access to Kymeta’s helpful training and troubleshooting videos and documents.
    6. The Kymeta Access App for local controls and monitoring functions.
    7. Basic terminal API access. 

    A. NOC Support 

    Kymeta operates a network operations center (“NOC”) to provide Tier 3 and Tier 4 support on a 24 x 7 basis. Users can contact the NOC by calling +1.855.525.6638 or by emailing support@kymetacorp.com. NOC support is available at no charge provided the Products a user is contacting the NOC about are covered under a Limited Warranty. [If Products are no longer covered by the applicable warranty, charges for NOC support may apply.] 

    B. Uncovered Support 

    The following items are not included in this Support Policy but may be available at additional charge. Interested users should contact their Account Executive to inquire about adding these additional services. 

    1. New and enhanced software or terminal upgrades, features or functionalities. 

     

    3. Requirements and Exceptions 

    A. Requirements for Limited Warranty or Support Requests 

    Your Product and any other Kymeta peripheral products you purchase (“Peripherals”) must be connected, configured, and routed to allow for the transfer and receipt of data to and from the Kymeta servers to accommodate any Limited Warranty or Support requests. At a minimum, your connection must be able to support TCP ports 443 and 22. The connection is required for Kymeta to enable provisioning of or provide support to facilitate performance improvements to your Products and peripherals. The Product must be registered in the Kymeta™ Access portal. 

    B. Exceptions to Limited Warranty and Support 

    This Limited Warranty will not apply, and Kymeta will not support Product(s), where the Product has been subjected to any of the following actions. By taking any of the following actions, a user acknowledges and agrees that the Limited Warranty and any Support Kymeta may otherwise offer is VOID. Kymeta has no liability to any user taking one of the following actions. 

    1. Abuse, misuse, neglect, negligence, or accident.
    2. Improper testing, installation, storage, or handling.
    3. Abnormal physical stress or environmental conditions.
    4. Any use outside of any instructions provided by Kymeta.
    5. Any attempt to disable, disassemble, decompile, reverse engineer, service, reconstruct, modify, repair, replace or alter (including cosmetic alterations, such as coatings, covers, films, or chemical treatments) the Product.
    6. Any use of software, hardware, or products not previously approved by Kymeta for use with the Product.
    7. Any attempt to remove, alter or obscure any warranties, disclaimers, warning labels, or intellectual property notices from the Product.
    8. Any attempt to copy or create derivative works or improvements of the Product; or
    9. Any use of the Product that infringes or violates the intellectual property rights of Kymeta or any other third party. 

     

    June 2025 | 700-00124-000 rev F

  • Kymeta Security Policy

    1. Our security commitment

    Kymeta is committed to product excellence, to providing products that meet or exceed industry standards for security, and to protecting our customers’ data. We want our customers to have confidence that we are protecting their data, and that our products minimize the risk of vulnerability to malicious or unauthorized use or attack by any third party.

    For this reason, we regularly analyze the security of our product code base. Both during and after the development of our terminals, Kymeta engineers utilize industry standard scanning tools to raise the security bar. We regularly employ Software Composition Analysis (SCA) scanning tools to detect defects. These tools systematically check for defects that have been classified by the National Institute of Standards and Technology (NIST). We also regularly utilize code analysis tools to look for threat vectors in our code base.

    Our commitment doesn’t end there. We also employ both defensive techniques and proactive tools to check for threats to customer data in our cloud. From carefully maintained and monitored firewalls, to the employment of traffic analysis and intrusion detection tools, we diligently look to discover attacks on a real time basis. We are also committed to the continuous improvement of our security practices. As such, we have established a security team that regularly reviews our practices on the devices we ship, the cloud services we provide, and the communication we have with our partners, suppliers and our customers. This culture of improvement is the most important aspect of our security strategy.

    2. Resolution of confirmed security vulnerabilities

    Kymeta investigates and discloses vulnerabilities for all actively supported products. If a security vulnerability is confirmed, Kymeta will provide solutions commensurate with the risk identified.

    3. Disclosure policy

    Kymeta’s first and foremost concern is our customers. To this end, Kymeta does not publicly publish any details that could potentially be used to compromise products until mitigation is available to reduce or eliminate the identified risk. Critical information will be shared directly with partners and/or customers in a timely manner as required, commensurate with risk.

    4. Reporting a vulnerability

    Kymeta product and security teams provide direct support for potential vulnerabilities identified in Kymeta products. Kymeta will continue to work with customers, agencies and recognized security organizations to resolve security vulnerabilities.
    If you have a potential vulnerability or concern to report related to our products and services, please send your contact information to security@kymetacorp.com.

    November 2023 | 700-00219-000 rev 01

  • Kymeta End User License Agreement

    This Kymeta End User License Agreement (“EULA”) governs Your use of the Software provided by Kymeta. By executing, clicking through, or otherwise accepting this EULA, an order document referencing this EULA, or other terms and conditions into which this EULA is incorporated, or by accessing or using the Software, You accept and agree to be bound by this EULA. If You are accessing or using the Software for or on behalf of an organization, You agree to be bound by this EULA on behalf of such organization and represent and warrant that You are authorized to do so. If You do not agree to be bound by this EULA, You must not access or use the Software or Services.

    1. Definitions.
      1. “Affiliate” means an entity that controls, is controlled by, or is under common control with a Party. For this definition, “control” means direct or indirect ownership of more than 50% of the voting interests of the subject entity.
      2. “Applicable Laws” means all applicable laws, rules, statutes, decrees, decisions, orders, regulations, judgments, codes, and other legal requirements of any government authority (federal, state, local, or international) having jurisdiction.
      3. “Authorized Distributor” means a third-party seller authorized by Kymeta to rent, lease, resell, distribute, or otherwise make available the Equipment to end users.
      4. “Documentation” means any user guides, manuals, instructions, technical specifications, training materials, and other similar documentation that describes the functionality, components, features, or requirements of, or otherwise relates to, the Software or Services, as updated or revised by Kymeta from time to time, that Kymeta provides or makes available to You, directly or indirectly.
      5. “Equipment” means the hardware, equipment, devices, peripherals, or other items manufactured by Kymeta and used by You, whether acquired directly from Kymeta or from an Authorized Distributor. Equipment does not include (i) items not manufactured by Kymeta; (ii) Kymeta-manufactured equipment obtained secondhand; or (iii) Kymeta-manufactured equipment not obtained directly from Kymeta or an Authorized Distributor.
      6. “Intellectual Property Rights” means all intellectual property rights throughout the world, whether existing under statute or common law or equity, in force or recognized now or in the future, including (i) copyrights, trade secrets, trademarks, domain names, patents, inventions, designs, logos and trade dress, moral rights, mask works, rights in computer information, rights of personality, publicity, and privacy, and any other intellectual property and proprietary rights; (ii) any application or right to apply for any of the rights referred to in clause (i); and (iii) all renewals, extensions, future equivalents, and restorations of any of the rights referred to in clauses (i) or (ii).
      7. “Kymeta” means Kymeta Corporation and its Affiliates.
      8. "Sanctions" means any laws, rules, regulations or executive orders relating to economic, financial, or trade sanctions implemented or enforced by: (i) the U.S. Government including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury and the U.S. Department of State; (ii) the United Kingdom including, without limitation, the Office of Financial Sanctions Implementation of Her Majesty's Treasury; and/or (iii) any other relevant governmental authority that implements or enforces economic, financial, or trade sanctions.
      9. “Software” means the computer software programs, including firmware and software applications incorporated into Kymeta equipment, as provided to You by Kymeta directly or through an Authorized Distributor, and any updates, revisions, improvements, enhancements, or modifications thereto.
      10. “Third-Party Materials” means materials and information, in any form or medium, including any open-source or other software, documents, data, content, specifications, products, equipment, or components of or relating to the Products or Services that are not proprietary to Kymeta.

      11. “You” means the person or entity using the Software subject to the terms and conditions of this EULA.

         

    2. License. Subject to the terms and conditions of this EULA, Kymeta grants You a nonexclusive, nontransferable, non-sublicensable license to use the Software and the associated Documentation for Your internal business purposes, solely as embedded in the Equipment and solely for the intended operation of the Software and the Equipment. No other licenses are granted by implication, estoppel, or otherwise. For the avoidance of doubt, the Software and Documentation are licensed, not sold. Kymeta and its licensors retain all rights, title, and interest in and to the Software and Documentation, including all Intellectual Property Rights.

       

    3. Restrictions. You shall use the Software and Documentation solely as set forth in this EULA. You shall not, and shall not permit any third party to (i) copy, modify, adapt, translate, or create derivative works of the Software or Documentation, make any corrections, enhancements, or other changes to the Software or Documentation, or otherwise alter or interfere with the Software’s functionality; (ii) disable, disassemble, decompile, decrypt, reduce to human-readable form, attempt to derive source code or algorithms of, or otherwise reverse engineer the Software, except and only to the extent expressly permitted by law notwithstanding this restriction or except to the extent that Kymeta is legally required to permit such specific activity pursuant to any applicable open source license; (iii) remove, delete, alter, or obscure any warranties, disclaimers, or warning labels, or any copyright, trademark, patent, or other intellectual property or proprietary notices from the Software or Documentation; (iv) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make the Software or Documentation available to any third parties, or use the Software or Documentation to operate any timesharing, service bureau, software-as-a-service, cloud, or similar business; (v) disclose any results of benchmark tests run on the Software to any third parties; or (vi) use the Software or Documentation for any purpose other than operating the Equipment. 

       

    4. Updates. Kymeta may provide updates, bug fixes, patches, or other modifications to the Software or Documentation. Any such updates are subject to this EULA unless accompanied by a separate license. Kymeta may require installation of such updates as a condition of continued use of the Software or Documentation, and updates may modify or remove functionality.

       

    5. U.S. Government End Users. The Software and Documentation qualify as “commercial products,” as that term is defined at Federal Acquisition Regulation (“FAR”) 2.101 (48 CFR § 2.101), consisting of “commercial computer software” and “commercial computer software documentation” as such terms are used in FAR 12.212 (48 CFR. § 12.212). Consistent with FAR 12.212 and Defense Federal Acquisition Regulation Supplement (“DFARS”) 227.7202-1 through 227.7202-4 (48 CFR §§ 227.7202-1–4), and notwithstanding any other FAR or contractual clause to the contrary in any agreement into which this EULA may be incorporated, Government End Users shall acquire the Software and Documentation with only those rights set forth in this EULA. Use of the Software or Documentation constitutes agreement by the Government End User that the Software and Documentation are “commercial computer software” and “commercial computer software documentation,” respectively, and acceptance of the rights and restrictions herein. “Government End User” means any department, agency, or instrumentality of the United States federal government, including any officer, employee, or contractor acting on its behalf, that acquires the Software or Documentation for its own internal use and not for resale to a third party. 

       

    6. Third-Party Materials. The Software may contain or be delivered with Third-Party Materials. Such Third-Party Materials may be subject to different or additional license terms, as identified by Kymeta in the Documentation or on Kymeta’s website. You accept and agree to be bound by any such additional license terms for any such Third-Party Materials. 

       

    7. Trade Secrets. You acknowledge that the Software and Documentation contain trade secrets of Kymeta, its suppliers or licensors, including but not limited to the specific internal design and structure of individual programs and associated interface information. You shall implement reasonable security measures to protect such trade secrets and shall not disclose, provide, or otherwise make available such trade secrets in any form to any third party without the prior written consent of Kymeta. These obligations survive termination for so long as the Software remains a trade secret.

     

    1. Disclaimer of Warranties. Except as expressly provided in this EULA or any other agreement between You and Kymeta (such as the Terms of Sale for Kymeta Products if You purchased the Equipment directly from Kymeta), the Software an Documentation are provided on an “as-is” and “as available” basis, and Kymeta makes no warranties of any kind, whether express, implied, statutory, or otherwise, and specifically disclaims all implied warranties, including the implied warranties of merchantability and fitness for a particular purpose, and any implied warranty of non-infringement, satisfactory quality, non-interference, accuracy of informational content, or arising from a course of dealing, law, usage, or trade practice, to the maximum extent permitted by law. To the extent an implied warranty or condition cannot be disclaimed, such warranty or condition is limited in duration to the applicable Warranty Period. 

       

    2. Your Warranties. You represent and warrant that (i) Your use of the Software is for Your own internal use and not for resale (on a standalone basis or bundled with other offerings); (ii) You have obtained any necessary consents and permissions for all provisioning information (however submitted) and such provisioning information is accurate, reliable and complete, and that You will update such provisioning information as needed on a timely basis; and (iii) You will comply with all Applicable Laws, including anti-corruption and export control Laws, in connection with Your performance under this EULA.

       

    3. Export Restrictions; Sanctions. The Software, Documentation, and Equipment may be subject to the export control laws and regulations of the United States and other countries and jurisdictions. You shall comply with such laws and regulations governing the export, re-export, transfer and use of the Software, Documentation, and Equipment, and obtain and maintain all authorizations, permits, certifications, and licenses necessary for your Performance under this EULA. You and Kymeta each agree to provide the other with information, support documents, and assistance as may reasonably be required in connection with securing such authorizations, permits, or licenses. You shall furnish to Kymeta all documentation required in connection with the exportation or importation of the Software, Documentation, and Equipment. You further represent and warrant that You will (i) comply with all applicable Sanctions; and (ii) not deliver, transfer, export, or re-export any of the Software, Documentation, or Equipment, directly or indirectly, to any individual or entity that is (a) designated or identified on any list of persons that are the subject or target of Sanctions, including, without limitation, the Specially Designated Nationals and Blocked Persons List, the Consolidated List of Persons, Groups and Entities Subject to EU Financial Sanctions and the Consolidated List of Financial Sanctions Targets in the UK; (b) located, organized or resident in a country or territory that is the subject of comprehensive Sanctions, including, as of the date hereof, Cuba, Iran, North Korea, Syria and the Crimea region of Ukraine; (c) owned or controlled by, or acting for on behalf of, any individual or entity described in the foregoing subsections (a) or (b); or (d) otherwise the subject or target of Sanctions.

       

    4. Data and Telemetry. The Software may generate operational, diagnostic, performance, and usage data. You agree that Kymeta may collect, transmit, store, use, analyze, and process such data for purposes of operating, supporting, securing, maintaining, and improving Kymeta products and services. Kymeta may also use such data in aggregated or de-identified form. Except as necessary for the foregoing purposes, such data will not be used to identify You.

       

    5. Audit. Upon reasonable prior written notice and during normal business hours, Kymeta may audit Your use of the Software solely to verify compliance with this EULA. You shall reasonably cooperate with such audit. If an audit reveals a material violation, You shall promptly cure such violation and reimburse Kymeta for its reasonable audit costs.

     

    1. Change of Control. You shall provide notice to Kymeta of any change of control that results in a new controlling entity, provided that such change of control shall not by itself terminate or restrict Your rights under this EULA.

       

    2. Term and Termination. This EULA and the licenses granted herein shall remain in effect until terminated. You may terminate this EULA at any time by destroying all copies of the Software and Documentation. Kymeta may terminate this EULA at any time if You breach any of Your obligations hereunder. Upon termination of this EULA, in whole or in part, all rights and licenses granted under the terminated portion of the EULA shall immediately cease, and You shall, as applicable, immediately cease all use of the Software and Documentation, and destroy all copies of the Software and Documentation in Your possession or control. All provisions that by their nature should survive termination of this EULA will do so. 

     

    1. Suspension. Without limiting its termination rights, Kymeta may immediately suspend access to or use of the Software, in whole or in part, if Kymeta reasonably determines that (i) You are in breach of this EULA; (ii) Your use poses a security, safety, or regulatory risk; or (iii) continued use could subject Kymeta to legal or regulatory liability.

       

    2. Limitation of Liability. In no event shall Kymeta or its suppliers be liable to You or any third party for any direct, indirect, special, incidental, exemplary, punitive, or consequential damages whatsoever, including damages for loss of profits, revenue, business, anticipated savings, use of any product or service, opportunity, goodwill, reputation, or data, even if advised of the possibility of such damages and even if such damages are reasonably foreseeable, regardless of whether liability is based on breach of contract or warranty, tort, strict liability, or otherwise. In no event shall Kymeta’s aggregate liability exceed the amounts paid for the Equipment giving rise to the claim.

       

    3. Injunctive Relief. You acknowledge that a breach of this EULA including without limitation Sections 2 (License), 3 (Restrictions), 7 (Trade Secrets)] would cause irreparable harm for which monetary damages would be inadequate, and Kymeta may seek injunctive relief without the requirement to post bond.

       

    4. Governing Law, Venue. This EULA shall be governed by (i) the laws of the state of New York, if Your principal address is within North America, or (ii) the laws of England and Wales, if Your principal address is not within North America, in either case without regard for choice or conflicts of law rules. You and Kymeta consent to exclusive jurisdiction and venue in (a) the state and federal courts in New York County, New York, if Your principal address is within North America, or (b) the courts in London, England, if Your principal address above is not within North America. The UCC and the United Nations Convention for the International Sale of Goods shall not apply to this Agreement.

     

    1. Entire Agreement. This EULA constitutes the entire agreement and understanding between the Kymeta and You with respect to the subject matter hereof and supersedes all prior or contemporaneous written, electronic, or oral communications, representations, agreements, or understandings with respect thereto. Your standard terms of purchase or vendor management terms (including purchase order terms or click-through terms), if any, are inapplicable.

  • Kymeta™ u8 Products Maintenance and Support Agreement

    This Kymeta™ u8 products Maintenance and Support Agreement (the “M&S Agreement”) is effective as of the date Maintenance and/or Support Services commence pursuant to an accepted Purchase Order, (the “Effective Date”) and is between Customer and Kymeta Corporation (”Kymeta”). Customer and Kymeta may be referred to individually as a Party or together as the Parties. Capitalized terms not otherwise defined herein shall have the meanings assigned to them in the Agreement.

    RECITALS

    WHEREAS Customer and Kymeta are Parties to an Agreement governing the terms of sale the Products and Services to be covered hereunder.

    WHEREAS Customer has provided Kymeta with a Purchase Order for, and Kymeta has accepted the Purchase Order and will provide the Maintenance and/or Support Services pursuant to such Purchase Order.

    WHEREAS Customer and Kymeta agree that the terms of this M&S Agreement are supplemental to, subject to, and hereby incorporated into, the Master Agreement and will apply to the Maintenance and/or Support Services for the Term stated in the applicable Purchase Order. Unless otherwise stated in this M&S Agreement, the Master Agreement will control with regard to any inconsistency or conflicting terms between the Master Agreement and this M&S Agreement.

    AGREEMENT

    Section 1. Definitions

    Where not defined elsewhere in this M&S Agreement, the following capitalized terms have the following meanings:

    “Agreement” means the applicable Quote, Purchase Order or Master Agreement that this M&S Agreement is appended thereto.

    “Applicable Laws” means any law, statute, rule, regulation, ordinance, order, code, interpretation, judgment, decree, directive, or decision in effect from time to time of any national, state or local government, any political subdivision thereof or any other governmental, judicial, public or statutory instrumentality, authority, body, agency, department, bureau, commission or other governmental entity, which is applicable to or affects this M&S Agreement.

    “Covered Products” means the u8 antenna, u8 outdoor unit (ODU), u8 terminal for commercial use, u8 GO terminal for commercial use, u8 terminal for government and military use, u8 GO terminal for government and military use, or other similar terminal configuration that Kymeta provides Maintenance and/or Support for under this M&S Agreement. 

    “Customer” means any Distributor or End User purchasing Services under this M&S Agreement.

    “End User” means a person or entity that purchases Covered Products or Services for its own internal business purposes either directly from Kymeta or through a Kymeta distributor.

    “Excluded Equipment” means any hardware, equipment, components, or accessories (including all Third-Party Materials) that are not Covered Products.

    “Extended Warranty Period” means the period of time Covered Products are covered under warranty beyond the Standard Warranty Period. The Extended Warranty Period shall not in any circumstance exceed the period of time stated in Section 2.1, after the Standard Warranty Period expires, even if Customer elects to continue Maintenance and/or Support under this M&S Agreement for a longer period.

    “Hot Fix” means any revision to Software that Kymeta, in its discretion, may make as an interim resolution to any reported issue.

    “Maintenance Release” means any revision to Software that Kymeta may make that maintains or enhances Software operability and functionality, including available fixes for reported or identified software problems. 

    “Maintenance Plan” means the maintenance services as described in Section 2. 

    “Master Agreement” means the agreement between Customer and Kymeta governing the sale of the Covered Products. Master Agreement includes a negotiated Kymeta Master Agreement, the Kymeta Terms of Sale or other negotiated agreement.

    “Person” means any individual, company, corporation, partnership or other legal entity. 

    “Price Book” has the meaning assigned to it in the Agreement.

    “Purchase Order” or “PO” means the applicable order issued by Customer to Kymeta for the Maintenance and/or Support Services. 

    “Quote” means any proposal signed by an authorized representative of each Party for the purchase of Maintenance and/or Support Services.

    “Services” means the Maintenance and/or Support Services provided under this M&S Agreement.

    “Software” means all licensed and unlicensed software, computer programming object code, source code, and other software for or incorporated into the Covered Products now or hereafter owned by Kymeta or licensed from third parties and necessary for effective operation of the Covered Products.

    “Software License” means the license granted to Customer under the applicable Master Agreement or End-User License Agreement.

    “Software Updates” means any updated version of the Software that may be released by Kymeta from time to time.

    “Subscription Support Services” means the support services under Section 3.2 and as more fully described in the Price Book that are provided by Kymeta pursuant to an applicable Purchase Order.

    “Support Plan” means a support plan set forth in Section 3 and more fully described in the Price Book.

    “Term” is defined in Section 4.1.

    “Terms of Sale” means the terms of sale available at Terms of Sale as may be amended from time to time by Kymeta.

    “Third Party Materials” means materials and information, in any form or medium, including any open-source or other software, documents, data, content, specifications, products, equipment, or components of or relating to the Covered Products or Software that are not proprietary to Kymeta.

    Section 2 u8 Maintenance Plan
     

    Unless otherwise terminated pursuant to Section 4.2, Kymeta agrees to provide the following u8 Maintenance Plan for all u8 Covered Products for the Term:

    • One full year of warranty support (12 months) from the applicable start date. See the Kymeta u8 Products Limited Warranty and Support information document available at https://www.kymetacorp.com/support/policies-warranties for more details.
    • Hot Fixes and Software Updates available via over-the-air (OTA) or secure file transfer
    • Self-care, email support
    • Access to five online training seats per year
    • Basic terminal API access
    • Local Kymeta™ Access application with local control and monitoring functions

    2.1 Extended Warranty

    Kymeta will continue to provide the Warranty set forth in the Agreement, on the same terms, conditions, limitations and restrictions therein for the Extended Warranty Period. The maximum total Warranty Period is three years.

    2.2 Hot Fixes, Maintenance Releases, and Software Updates
    Kymeta will provide access to Software Hot Fixes, Maintenance Releases, and Software Updates. These updates are available via over-the-air (OTA), on the Kymeta™ Access portal, or via secure file transfer.

    2.3 Kymeta Access Portal

    Kymeta will provide access to the Kymeta Access portal for warranty registration, update downloads, product documentation, knowledge base access, and other features as may be added from time to time.

    2.4 Kymeta Academy

    Kymeta will provide access to Kymeta Academy, an online training platform. Customers get access to five (5) online training seats (as further described in the Price Book) per year.

    Section 3. Support Plans

    3.1 All Support Services

    All Support Plans include online support, full feature Kymeta Access application, and full feature Kymeta Access portal. Support Plans continue for as long as the Warranty remains active. 

    3.2 Subscription Support Services

    Refer to the applicable Price Book for a complete list of Subscription Support Services. The additional Subscription Support Services may be offered as a package or a la carte options. Kymeta reserves the right to change, modify, or discontinue Subscription Support Services from time-to-time, provided that any modification will not diminish the Subscription Support Services previously purchased for the Term of such service. 

    Section 4. Term and Termination

    4.1 Term

    The Term of this M&S Agreement shall be for the number of years of Maintenance or Support Customer purchases pursuant to the applicable Purchase Order. If Customer would like to purchase additional Services after expiration of the Term, Customer may do so at Kymeta’s then prevailing rates on an annual basis; provided, however that at no time will the applicable Extended Warranty Period be extended for longer than specified in Section 2.1 (above).

    4.2 Termination

    (a) Termination for Default. Either Party may terminate this M&S Agreement immediately for Default provided that the non-defaulting Party gives written notice of the Default and the defaulting Party fails to cure such Default within thirty (30) days of the date notice was provided. “Default” as used in this section means (i) failure of either Party to materially perform under the terms of this M&S Agreement or (ii) termination of the Master Agreement or Kymeta Data Services Plan Addendum.

    (b) Termination for Convenience. Either Party may terminate this M&S Agreement without penalty or liability upon sixty (60) days’ prior written notice.

    (c) Effect of Termination. Unless this M&S Agreement is terminated by Customer for Kymeta’s Default pursuant to Section 4.2(a) or Kymeta pursuant to 4.2(b), in which case any refund will be on a prorate basis, Kymeta shall not be required to refund any portion of prepaid but unused Fees. Upon termination or expiration of this M&S Agreement all Warranties provided under this M&S Agreement shall terminate and Kymeta shall no longer be obligated to provide the Services herein. 

    Section 5.   Pricing and Payment Terms

    5.1 Pricing

    Kymeta shall provide the Maintenance Plan or Support Services for the prices set forth in Price Book (“Fees”).

    5.2 Payment Terms

    Maintenance and Support Fees are paid in advance for the applicable year. Kymeta will provide invoices for the Maintenance Plan and/or Support Services and Customer shall pay all invoices in accordance with the terms set forth in the applicable Agreement. 

    Section 6.   Intellectual Property; Indemnification

    6.1 Intellectual Property Ownership

    Subject solely to the licenses expressly granted in any Master Agreement, nothing in this M&S Agreement shall have any effect on either Party’s interest in, rights to, title or ownership of its Intellectual Property. All rights not expressly granted in this M&S Agreement or an applicable Master Agreement are reserved. Any methodologies or processes (including Documentation of the same) by which Kymeta performs any of the Services herein are the exclusive property of Kymeta.

    6.2 Indemnification

    Kymeta will defend Customer from and against all unaffiliated third party claims that the methodologies or processes used in performing the Services provided pursuant to this M&S Agreement infringe such third party’s intellectual property rights and will indemnify Customer and pay any resulting judgement or settlement; provided, however, Customer (i) provides Kymeta with prompt written notice of the claim, (ii) gives control of the defense or settlement to Kymeta, (iii) provides Kymeta with reasonable assistance regarding the defense or settlement. 

    Section 7. Limitation on Liability

    THE TOTAL CUMULATIVE LIABILITY OF KYMETA WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE, ARISING OUT OF OR RELATED TO THIS M&S AGREEMENT OR THE PERFORMANCE OF THE SERVICES SHALL IN NO CASE EXCEED THE AMOUNTS PAID BY CUSTOMER FOR THE SERVICES IN THE TWELVE (12) MONTHS PRECEEDING THE CLAIM, AND CUSTOMER HEREBY RELEASES KYMETA FROM ANY LIABILITY IN EXCESS OF SUCH AMOUNT. THIS MONETARY LIMITATION SHALL SURVIVE THE FAILURE OF ANY EXCLUSIVE REMEDY. 

    KYMETA SHALL NOT BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE, FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE OR INCIDENTAL LOSS OR DAMAGE, LOSS BY REASON OF SERVICE INTERRUPTION, COSTS OF CAPITAL OR EXPENSES THEREOF, LOSS OF PROFITS OR REVENUES OR THE LOSS OF USE THEREOF, CLAIM OF ANY THIRD PARTY FOR LOSS CAUSED BY DELAYS IN MANUFACTURE OR OPERATION, AND CUSTOMER HEREBY RELEASES KYMETA FROM ANY LIABILITY FOR ALL SUCH LOSSES AND DAMAGES.

    Section 8. Miscellaneous

    8.1 Compliance with Laws

    The Parties agree to comply with all Applicable Laws in relation to performance of their respective obligations under this M&S Agreement.

    8.2 Assignment

    Neither Party will assign all or any part of this M&S Agreement or any of its rights under this M&S Agreement without the prior written consent of the other Party, which will not be unreasonably withheld. However, Kymeta may upon written notice to Customer, assign this M&S Agreement in whole to an affiliate or any successor as part of a merger or acquisition.

    8.3 Force Majeure 

    Except for the obligation to pay monies due and owing under this M&S Agreement, neither party shall be liable for any delay or failure in performance of their obligations under this M&S Agreement due to events outside the defaulting Party’s reasonable control, including, without limitation, acts of nature, natural disaster, labor disputes, industry-wide shortages of supplies, actions of governmental entities, riots, war, terrorism, fire, epidemics, or delays of common carriers or other circumstances beyond its reasonable control. The obligations and rights of the defaulting Party shall be extended for a period equal to the period during which such event prevented such Party’s performance.

    8.4 Headings

    The headings of sections, paragraphs, and subsections of this M&S Agreement are for convenience of reference only and are not intended to restrict, affect or be of any weight in the interpretation or construction of the provisions of this M&S Agreement.

    8.5 Severability

    In the event that part of or one or more terms of this M&S Agreement become or are declared to be illegal or otherwise unenforceable by any court of competent jurisdiction, each such part or term shall be null and void and shall be deemed deleted from this M&S Agreement. All remaining terms of this M&S Agreement shall remain in full force and effect. Notwithstanding the foregoing, if this paragraph is invoked and, as a result, the value of this M&S Agreement is materially impaired for either Party, as determined by such Party in its sole discretion, then the affected Party may terminate this M&S Agreement by written notice with immediate effect to the other.

    8.6 Survival

    Any section that by its express terms or should otherwise reasonably survive the expiration or termination of this M&S Agreement shall survive such expiration or termination.

    8.7 Entire Agreement

    This M&S Agreement constitutes the entire agreement and supersedes any and all prior agreements between the Parties with regard to the subject matter hereof. No amendment, modification or waiver of any of the provisions of this M&S Agreement will be valid unless set forth in a written instrument signed by the Party to be bound thereby. Notwithstanding the foregoing, the Agreement and End User License Agreement shall continue in full force and effect and, unless expressly stated herein, control with regard to any inconsistency or conflicting terms.

    30 May 2023 | 700-00127-000 rev C

  • Waste Electrical and Electronic Equipment (WEEE)

    WEEE Directive 2012/19/EU

    Electrical and electronic equipment (EEE) contains materials, components and substances that may be hazardous and present a risk to human health and the environment when waste electrical and electronic equipment (WEEE) is not handled correctly.

    Electrical and electronic equipment is marked with the crossed-out wheelie bin symbol indicating that electrical and electronic equipment should not be disposed of in the regular household waste stream but needs to be collected separately.

    Users of EEE must not discard WEEE together with household waste. Users must follow local recycling regulations to reduce adverse environmental impact in connection with disposal of WEEE and to increase opportunities for reuse, recycling, and recovery of WEEE.

    Please contact weee@kymetacorp.com for recycling and take-back assistance.

     

    Směrnice o OEEZ 2012/19/EU

    Elektrická a elektronická zařízení (EEZ) obsahují materiály, součásti a látky, které mohou být nebezpečné a představují riziko pro lidské zdraví a životní prostředí, pokud se s odpadními elektrickými a elektronickými zařízeními (OEEZ) nezachází správně.

    Elektrická a elektronická zařízení jsou označena symbolem přeškrtnuté popelnice, což znamená, že by se neměla vyhazovat do běžného domácího odpadu, ale je třeba je shromažďovat odděleně.

    Uživatelé EEZ nesmí vyhazovat OEEZ společně s domovním odpadem. Uživatelé musí dodržovat místní předpisy o recyklaci, aby se snížil nepříznivý dopad na životní prostředí v souvislosti s odstraňováním OEEZ a aby se zvýšily možnosti opětovného použití, recyklace a využití OEEZ.

    Kontaktujte prosím weee@kymetacorp.com pro pomoc při recyklaci a zpětném odběru.

     

    Directive DEEE 2012/19/EU

    Les équipements électriques et électroniques (EEE) contiennent des matériaux, des composants et des substances qui peuvent être dangereux et risqués pour la santé des humains et pour l’environnement lorsque les déchets d’équipements électriques et électroniques (DEEE) ne sont pas gérés correctement.

    Les équipements électriques et électroniques portent le symbole de la poubelle barrée qui indique que les équipements électriques et électroniques ne doivent pas être jetés avec les déchets ménagers ordinaires, mais doivent être triés séparément.

    Les utilisateurs d’EEE ne doivent pas jeter les DEEE avec les déchets ménagers. Les utilisateurs doivent respecter les règlements locaux relatifs au recyclage pour réduire l’impact environnemental indésirable associé à l’élimination des DEEE et pour augmenter les possibilités de réutilisation, de recyclage et de récupération des DEEE.

    Veuillez contacter weee@kymetacorp.com pour obtenir de l’aide concernant le recyclage et la récupération.

     

    WEEE-Richtlinie 2012/19/EU

    Elektro- und Elektronikgeräte (EEE) enthalten Materialien, Bauteile und Stoffe, die bei unsachgemäßer Handhabung von Elektro- und Elektronik-Altgeräten (WEEE) gefährlich sein können und eine Gefahr für die menschliche Gesundheit und die Umwelt darstellen.

    Elektro- und Elektronikgeräte sind mit dem Symbol einer durchgestrichenen Abfalltonne auf Rädern gekennzeichnet, welches darauf hinweist, dass Elektro- und Elektronikgeräte nicht über den normalen Haushaltsmüll entsorgt werden sollen, sondern getrennt gesammelt werden müssen.

    Nutzer von EEE dürfen WEEE nicht zusammen mit dem Haushaltsmüll entsorgen. Nutzer müssen regionale Recyclingvorschriften befolgen, um negative Umweltauswirkungen bei der Entsorgung von WEEE zu reduzieren und die Möglichkeiten für Wiederverwendung, Recycling und Verwertung von WEEE zu erhöhen.

    Für Unterstützung bei Recycling und Rücknahme kontaktieren Sie bitte weee@kymetacorp.com.

     

    Directiva 2012/19/UE sobre RAEE

    Los aparatos eléctricos y electrónicos (AEE) contienen materiales, componentes y sustancias que podrían resultar peligrosos y suponer un riesgo para la salud y el medio ambiente cuando los residuos de aparatos eléctricos y electrónicos (RAEE) no se tratan de la forma correcta.

    Los aparatos eléctricos y electrónicos están marcados con un contenedor de basura tachado con un aspa que indica que el aparato eléctrico o electrónico no se debe eliminar en el flujo de residuos domésticos habitual, sino que se debe recoger por separado.

    Los usuarios de AEE no deben eliminar los RAEE junto con los residuos domésticos. Los usuarios deben seguir las disposiciones locales sobre reciclaje para reducir el impacto medioambiental adverso en relación con la eliminación de RAEE y para aumentar las oportunidades de reutilización, reciclaje y valorización de RAEE.

    Contacte con weee@kymetacorp.com para recibir asistencia con el reciclaje y la recogida.

     

    Declarație generală DEEE 2012/19/UE

    Echipamentele electrice și electronice (EEE) conțin materiale, componente și substanțe care pot fi periculoase și prezintă un risc pentru sănătatea umană și pentru mediu atunci când deșeurile de echipamente electrice și electronice (DEEE) nu sunt manipulate corect.

    Echipamentele electrice și electronice sunt marcate cu simbolul pubelei cu roți barate cu un X, indicând faptul că echipamentele electrice și electronice nu trebuie să fie eliminate în fluxul obișnuit de deșeuri menajere, ci acestea trebuie să fie colectate separat.

    Utilizatorii de echipamentele electrice și electronice (EEE) nu au voie să arunce deșeurile de echipamente electrice și electronice (DEEE) împreună cu deșeurile menajere. Utilizatorii trebuie să respecte reglementările locale de reciclare pentru a reduce impactul negativ asupra mediului în legătură cu eliminarea deșeurilor de echipamente electrice și electronice (DEEE) și pentru a crește oportunitățile de reutilizare, reciclare și recuperare a deșeurilor de echipamente electrice și electronice (DEEE).

    Vă rugăm să contactați weee@kymetacorp.com pentru asistență privind reciclarea și returnarea.

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