Microsoft Dynamics - Service Agreement

Last Updated: May 2009

This is a contract between you and the Microsoft company listed in section 25. This contract refers to Microsoft as “we,” “us,” or “our.” This contract applies to any Microsoft Dynamics web site, software or service (including pre-release services), including updates, that display or link to this contract and that you use while this contract is in force. All of the software or services are referred to in this contract as the “service.”

You may use the service only if you agree to these terms. If you do not agree, do not use the service. Please note that we do not provide warranties for the service. This contract limits our liability. These terms are in sections 21 and 22, and we ask you read them carefully.

1. When You May Use the Service

You may start using the service as soon as you have finished the sign-up process. As indicated during the setup process, some parts of the service may not be available right away while we configure them for your use. No withdrawal right or other "cooling off" period applies to the service and you waive any applicable "cooling off" period, except if the law requires a "cooling off" period despite your waiver and even when a service starts right away.

2. How You May Use the Service

In using the service, you will:

comply with all laws,
comply with any codes of conduct or other notices we provide,
comply with our Anti-Spam Policy,
keep your password secret, and
promptly notify us if you learn of a security breach related to the service.

3. How You May Not Use the Service

In using the service, you may not

engage in, facilitate or further unlawful conduct;
use the service in a way that harms us or our advertisers, affiliates, resellers, distributors and/or vendors, or any customer of ours or our advertisers, affiliates, resellers, distributors and/or vendors;
damage, disable, overburden, or impair the service (or the networks connected to the service) or interfere with anyone’s use and enjoyment of the service;
use any portion of the service as a destination linked from any unsolicited bulk messages or unsolicited commercial messages (“spam”);
use any unauthorized third-party software or service to access the Microsoft instant messaging network (currently known as the .NET Messenger service);
use any automated process or service to access and/or use the service (such as a BOT, a spider, periodic caching of information stored by us, or “meta-searching”);
use any unauthorized means to modify or reroute, or attempt to modify or reroute, the service;
damage, disable, overburden, or impair the service (or the network(s) connected to the service) or interfere with anyone's use and enjoyment of the service; or
resell or redistribute the service, or any part of the service.

4. Your Service Account

You may establish a service account and password for the service. You are responsible for all activity that takes place under your service account and/or passwords. You may not authorize any third party to access and/or use the service on your behalf.

5. How We May Change This Contract

We may change this contract at any time without notice. If and when we update this contract, we will also revise the “Last Updated” date at the top. If we make a material change to this contract, we will notify you at least 30 days before the change takes place. If you do not agree to the change, you must cancel or stop using the service before the change takes place. If you do not stop using the service, your continued use of the service will be deemed acceptance of the changes and your agreement to be bound by changed contract.

6. Charges and Billing

If the service is available without a fee, then this section 6 will not apply. This section applies in all situations in which you pay us directly for the service. If you pay a company other than us for the service, then the charges and billing terms are as stated by that company. Even if you do not pay for the service, you may still incur other charges incidental to using the service; for example, charges for phone or Internet access, mobile text messaging, wireless service and other data transmissions.

Payment. When you sign up for a service, you will provide a payment method. You confirm that you are authorized to use the payment method. You authorize us to charge you for the service using your payment method and for any paid feature of the service for which you choose to sign up or use while this contract is in force. We may charge you a different amount than what you approved. If the amount to be charged to your payment method is greater than the amount you pre-authorized, we will tell you the amount at least 10 days before we charge you.
Charges. If your service is provided on an annual basis, we will charge you for the service in advance. If your service is provided for an indefinite period or automatically renewed, we will charge monthly for the services you will receive in the next month. We may charge you at one time for more than one of your prior billing periods. If we told you that the service will be provided indefinitely or automatically renewed, we may automatically renew your service and charge you for any renewal term.
Updates to your Billing Account. You must keep all information in your billing account accurate and current, including your billing address and any expiration date for your payment method. You can access and make changes to your billing account at https://billing.microsoft.com. You may change your payment method at any time. If you tell us to stop using your payment method and do not provide an alternative payment method, we will cancel your service. Your notice to us will not affect charges we submit to your billing account before we reasonably could act on your request.
Trial Period Offers. You may receive a limited time of free service or some other trial period offer. Unless we tell you otherwise, if you are participating in any trial period offer, you must cancel the service by the end of the trial period to avoid incurring charges or having your service downgraded to a service for which there is no subscription fee. If you do not cancel your service and we have told you that the service will automatically be converted into a paid subscription at the end of the trial period, then you authorize us to charge your payment method for the service. If we downgrade your service to one for which there is no subscription fee, some of your data may not be available to you and we may delete that data permanently from our servers. You are responsible for taking the necessary steps to back up your data and ensuring that you maintain your primary means of business.
Prices and Price Increases.

The price for the service excludes taxes, phone and Internet access charges, mobile text messaging, wireless service and other data transmissions, unless stated otherwise. These taxes and charges are your responsibility. Currency exchange settlements are based on your agreement with your payment method provider.
If there is a specific time length and price for your service offer, then that price will remain in force for that time. When the offer period ends, we will charge you a new price for that service.
We may change the price of a service from time to time, but we will give you at least 10 business days notice before a new price takes effect. If you do not agree to the new price, then you must cancel and stop using the service before the new price takes effect. If your service is on a period basis (for example, monthly or annually), then the new price will start on the date that we indicate.

Refund Policies. All charges are non-refundable unless expressly stated otherwise, or otherwise provided by law. The costs of any returns will be at your expense, unless otherwise provided by law.
Payments To You. To receive a payment or refund due to you, you must promptly provide us with all information we need to make the payment (for example, bank account information for receiving the payment). You must provide us with the information we request before your right to receive payment accrues. You are responsible for the accuracy of the information you provide and any taxes you may incur as a result of receiving a payment. If you receive a payment that was not due to you, we may reverse or seek return of the payment, and you agree to cooperate with us.
Online Statement; Errors. We will only provide you with an online billing statement. Go to https://billing.microsoft.com to view, print or request a paper copy of your statement. If you ask us to mail a copy to you, we may charge you a retrieval fee. We can only provide a paper copy that covers the 120 days prior to your request. If we make an error on your bill, we will correct it promptly after you tell us and we investigate the charge. You must tell us within 120 days after an error first appears on your bill. If you do not tell us within this time, we will not be required to correct the error. You release us from all liability and claims of loss resulting from any error that you do not report to us within 120 days after the error first appears on your online statement. If you do not tell us within this time, we will not be required to correct the error.
Late Payments. Except to the extent prohibited by law, we may assess a late charge if you do not pay on time regardless of any disputes you may have raised about your bill. You must pay these late charges when we bill you for them. The late charge will be the lesser of 1% of the unpaid amount each month or the maximum rate that is permitted by law. We may use a third party to collect past due amounts. You must pay for all reasonable costs we incur to collect any past due amounts. These costs may include reasonable attorneys’ fees and other legal fees and costs. We may suspend or cancel your service if you do not pay in full and on time.

7. Changes to the Service; Cancellation or Termination

By Us. We may change the service at any time and for any reason without notice. If we cancel a particular service or feature, we will make commercially reasonable efforts to replace it with a comparable service or feature, but we are not obligated to do so. We may cancel or suspend your service or a portion of your service at any time and for any reason without notice, including if you violate the terms of this contract. If we do, your right to use the service will stop right away. Cancellation of the service will not change your obligation to pay any charges due on your billing account. If we cancel the service without cause, we will refund the unused portion of your service charge for that period on a pro rata basis.
By You. You may cancel your service at any time for any reason. Go to https://billing.microsoft.com for information about cancelling your service. Certain service offers may require cancellation charges, and you will pay all cancellation charges as specified in the materials describing the offer. Cancellation of the service by you will not alter your obligation to pay all charges made to your billing account. We will refund the unused portion of your service charge for the applicable period on a pro rata basis.
Data. Upon termination or cancellation of the service by you or us for any reason, we may delete your data permanently from our servers. You are responsible for taking the necessary steps to back up your data and ensuring that you maintain your primary means of business.
Waiver of rights and obligations. To the extent necessary to implement the termination of this contract, each party waives any right and obligation under any applicable law or regulation to request or obtain intervention of the courts to terminate this contract.

8. Limits on Service

We may establish limits on the service. For example, we may limit

the number of days the service will retain message board postings and other content that we, you or other users may post or provide,
the maximum storage space on our servers available to you,
the number of service accounts to which you may subscribe with one payment method,
how long we retain an inactive service account, which we define as one where you do not sign in to the service for an extended period of time, and
the number of transactions you can conduct through a service.

If you exceed the published service limits, we reserve the right to cancel your service.

9. A Service May be A Pre-release Version

A particular service may be a pre-release version. It may not work the way a final version of the feature or service will. We may change it for the final, commercial version. We may not release a commercial version. We also reserve the right to change a pre-release service at any time without advance notice to you.

10. We Do Not Have Editorial Control

Content. You or other users may be able to post or store materials, including data, documents, information, advertisements, communications, messages, business cards, individual profiles, links to third party Web sites or other items (“content”) for use in connection with the service. You understand that we do not control or endorse any content that you or others post or provide on the service. You own all of the content and information you post on the service and you control how we share your content through your privacy and application settings. We will not pay you for your content. In addition, we may refuse to publish your content and may remove your content from the service at any time. You represent and warrant that you have all the rights necessary to grant the rights in this contract and the use and publication of your content does not breach any law. You understand that we may need and you hereby grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use, copy, distribute and display any content that you post on or in connection with the service to the extent necessary to provide the service and/or any other Microsoft software or services, and publish your name with the content. This includes:

storing and retrieving the content (including, for example, your name and profile picture);
making the content available to you and those users of the shared areas of the service to whom you have granted access or to the general public (for content posted on public areas of the service);
conforming to connecting networks' technical requirements; and
conforming to the limitations and terms of the service.

Public or shared areas of the service. The service includes areas that are available to the general public, shared areas available to others you have selected and personal areas where you have not granted access to others. Prior to joining the service, you are given the opportunity to consider and decide the extent to which you wish to reveal information about yourself to any public or shared areas. You may update your privacy settings at anytime. If you do not want others to have access rights, do not share your content with them. For example, you can use your privacy settings to limit how your name and profile picture is displayed or who will see this information through some of the tools available from the service such as business cards or networking. If you share content with others on the service, in either the public or shared areas, then you understand and agree that others with whom you have shared content may use that content. You grant to those users of the public or shared area to whom you have permitted access free, non-exclusive, worldwide permission to use, copy, distribute and display the content solely in connection with the service and other Microsoft software or services, and publish your name with the content.

Intellectual property rights. We do not sanction or approve the unauthorized use of content protected by copyright and other intellectual property rights. You understand that sharing content which violates the copyrights or other intellectual property rights of others violates this contract. You represent and warrant that the use and publication of content by you and any of your associated account users does not violate the intellectual property rights of any third party and you have all necessary rights, power and authority to publish such content. The licenses granted under this section ends when you delete your content or your account (except to the extent your content has been shared with others, and they have not deleted it). You understand that we may remove content at any time without notice when the content violates this contract or an applicable code of conduct, or when we have a good faith reason to believe it is necessary to do so.

Links to third-party Web sites. The service, including public or shared areas, may contain links to third-party web sites. These third-party web sites are not under our control. If we include these links in the service, we provide them to you as a convenience only. The inclusion of these links is not an endorsement by us of any third-party Web site, service or product. We reserve the right to disable links to any third-party Web site that you or other customers post on the service.

11. Privacy Monitoring your use.

We consider your use of the service to be private. However, to the maximum extent permitted by law, you authorize us to access or disclose information about you, your account, your data, your content and your communications when we have a good faith reason to believe it is necessary to do so to

comply with the law or legal process served on us
enforce and investigate potential violations of this contract, including use of the service to participate in or facilitate activities that violate the law, or
protect the rights, property or safety of Microsoft, its employees, customers, or the public.

Transfer of personal information. Personal information collected through the service may be stored and processed in the United States or any other country or region in which we or our affiliates, subsidiaries, or agents maintain facilities. You may read more about transfers of this data in the Privacy Statement.

Performance and usage data. In order to provide you the service, we may collect certain information about service performance, your computer and your service use. We may automatically upload this information from your computer. This data will not personally identify you. You may read about this information collection in more detail in the Privacy Statement.

Filtering technology. We may use technology or other means to protect the service, protect our customers, or stop you from breaching this contract. Examples include filtering to stop spam or increase security. These means may hinder your use of the service.

12. Software

Use. The terms that come with any Microsoft software associated with the service apply to your use of that software. If no terms come with the software, you may install it on your device and use it only with the service and in accordance with this contract. Your right to use the software ends when your right to use the service terminates or expires.

Documentation. You may copy and use any documentation provided with the software for your internal reference purposes.

Scope of License. Copyright and other intellectual property laws and treaties protect the software. The software is licensed, not sold. This contract only gives you some rights to use the software. We reserve all other rights. You may not

work around any technical limitations in the software,
reverse engineer, decompile or disassemble the software, except and only to the extent that applicable law expressly permits it, despite this limitation,
make more copies of the software than specified in this contract or allowed by applicable law, despite this limitation,
publish the software for others to copy,
use the software in any way that is against the law,
rent, lease, or lend the software, or
use the software for commercial software hosting services.

Export Laws. The service and software is subject to United States export laws and regulations. You must comply with all domestic and international export laws and regulations that apply to the software. These laws include restrictions on destinations, end users, and end use. For additional information, see www.microsoft.com/exporting.

13. Materials that We License To You

Documents. You may have access to information on the service such as white papers, knowledge-base articles, datasheets, FAQs or other materials ("documents"). Unless otherwise specified, you may use the documents only for informational purposes. You may not copy, distribute, modify, or make derivative works of the documents. Educational institutions that are officially accredited under local law may download and copy the documents for distribution only in the classroom.

Limitations. The license grant to use media elements, templates, and documents provided with the service does not include a license to the design or layout of the service or any Microsoft owned, operated, licensed, or controlled Web site. You should not copy or retransmit any logo, graphic, sound, or image from the service, unless we expressly permit it. We and our suppliers do not warrant or guarantee that the media elements, templates, and documents are accurate and suitable for your purposes. Their inclusion with the service is not an endorsement of them by us. Nothing available from the service is intended to be professional advice, including but not limited to, financial, investment, tax, or legal advice.

14. Intellectual Property Rights

We retain all right, title and interest in and to the service, including all copyrights, patents, trade secrets, trademarks, and other intellectual property rights. We reserve all rights not expressly granted. This contract does not grant or imply any rights to any Microsoft trademarks, trade names, or logos.

15. Windows Live™ ID

We may provide you with Windows Live ID credentials to use with the service. Windows Live ID is a multi-purpose authentication Web service that makes it easy for you to sign in to Web sites. You may not use any software or hardware that reduces the number of users directly accessing or using Windows Live ID (sometimes called "multiplexing" or "pooling" software or hardware). You are solely responsible for any dealings with third parties (including advertisers) that support Windows Live ID, including the delivery and payment for goods and services. This contract applies to you whenever you access or use Windows Live ID credentials. When you use Windows Live ID to gain access to any site or service, the terms and conditions for that site or service may also apply to you. Please refer to the terms of use for each site or service that you visit.

16. Advertisements

Advertisements We Provide. We may run advertisements on the service. We reserve the right to change the manner of advertising on the service. You understand that any dealings you have with advertisers on the service are between you and those advertisers, not us.

Advertisements You Place. You may be able to place advertisements in or through the service. We have no obligation to display any part of the advertising content. With respect to any advertising content you provide, you promise that:

all advertising content is accurate, complete and current;
you have all necessary rights, power and authority to publish the advertising content;
the advertising content, and any web site listed or linked to from the advertising content:
- complies with all applicable laws and regulations;
- does not infringe, misappropriate or otherwise violate any copyright, patent, trademark, service mark, trade secret or other intellectual property right of any third party;
- does not breach the rights of any person or entity, including rights of publicity or privacy, and is not defamatory; and
- does not result in consumer fraud (including being false or misleading), product liability, tort, breach of contract, injury, damage or harm of any kind to any person or entity.
you possess documents substantiating all claims, express and implied, contained within the advertising content.

17. Third party services

We may make services from third parties available to you through the service. These services are the responsibility of the third party, not us. The third party service providers may require you to accept additional terms and conditions and/or pay a fee in order to use their services. Those additional terms and conditions are between you and the third party. Any third party’s use of information you provide as part of using their service is subject to the privacy statements and practices of that third party and/or their suppliers. We encourage you to review the privacy statement of these third party providers. We are not responsible for the privacy statements or privacy practices of these third party providers or their suppliers.

18. Your Dealings with Others

You understand that you, and not us, have the direct relationship with any third party with whom you have dealings, including advertisers, anyone with whom you engage in networking activities, or anyone purchasing or selling goods or services, through the service. You are solely responsible for your dealings with any third party, including

delivery of and payment for goods and services,
processing your customer orders, payments, and other transactions,
verifying the validity of your customers’ orders before finalizing the order,
informing your customers of the status of orders or transactions,
providing all customer support related to orders or transactions (e.g., lost orders, billing disputes, payments, etc.),
determining, collecting and remitting to the appropriate authority all taxes (if any) arising from or related to such orders or transactions, and
the purchase and use by you and your associated accounts of any third party products and services.

19. Feedback

If you give feedback about the service to us, you give to us, without charge, the right to use, share, and commercialize your feedback in any way and for any purpose. You also give to third parties, without charge, any patent rights needed for their products, technologies, and services to use or interface with any specific parts of a Microsoft software or service that includes the feedback. You will not give us feedback that is subject to a license that requires us to license our software or documentation to third parties because we include your feedback in them. These rights survive this contract.

20. Our Notices to You; Your Notices to Us

This contract is in electronic form. We have promised to send you certain information in connection with the service and have the right to send you this information. There may be other information about the service that the law requires us to send to you. We may send this information to you in electronic form.

We may provide required information to you by e-email at the e-mail address you specified when you signed up for the service.

Notices will be deemed given and received on the transmission date of the e-mail. As long as you can access and use the service, you have the necessary software and hardware to receive these notices. If you do not consent to receive notices electronically, you must cancel the service.

You may give us written notices as provided in the Contact Us page.

21. No Warranty

We make no guarantees about the reliability and accuracy of the service or the results obtained from the service. You understand that the security mechanisms in the service have inherent limitations and that you are responsible for determining that the service meets your needs.
We provide the service “as-is,” “with all faults” and “as available.” You bear the risk of using it. To the maximum extent permitted by law, we give no express warranties, guarantees, or conditions. You may have additional rights under your local laws that this contract cannot change. To the extent permitted by law, we exclude any implied warranties or conditions including those of merchantability, fitness for a particular purpose, workmanlike effort, non-infringement, and satisfactory quality.

22. Liability Limitation

You can recover from us only direct damages up to an amount equal to your service charge for one month or the equivalent of $5 USD, whichever is greater. To the extent permitted by law, you cannot recover any other damages from us, including consequential, lost profits, special, indirect, or incidental damages.

This limitation applies to

any matter related to the service,
any matter related to content that appears on the service, including advertisements or content posted by us, you and/or third parties,
any matter related to your data that you use with the service, including any failures by you to back up your data,
any matter related to media elements, templates, and documents licensed to you by us,
any matter related to third-party Web sites and content (including code), third-party services, third-party programs, and third-party conduct,
dealings between third-parties and you,
any matter related to your advertising campaigns on third-party Web portals,
any matter related to viruses or other disabling features that affect your access to or use of the service,
any matter related to incompatibility between the service and other services, software, and hardware,
any matter related to delays or failures you may have in initiating, conducting or completing any transmissions, transactions, or dealings with third-parties in connection with the service,
use of the service by any third-party to whom you have given access,
illegal activities by third-parties, including security breaches, or
claims for breach of contract, breach of warranty, guarantee or condition, strict liability, negligence, or other tort to the extent permitted by applicable law.

It also applies even if

this remedy does not fully compensate you for any losses, or fails of its essential purpose, or
we knew or should have known about the possibility of the damages.

Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you. They also may not apply to you because your province or country or region may not allow the exclusion or limitation of incidental, consequential, or other damages.

23. Claim Must Be Filed Within One Year

To the extent permitted by law, any claim related to this contract or the service must be brought within one year. The one-year period begins on the date when the claim first could be filed. It if is not filed, then that claim is permanently barred. This section applies to you and your successors. It also applies to us and our successors and assigns.

24. Indemnity

You agree to defend, indemnify and hold us harmless from and against any and all claims, losses, liability, costs, and expenses (including attorneys' fees) arising from your use of the service, violation of this contract, or violation of any third-party's rights.

25. Microsoft Company, Applicable Law, and Place for Resolving Disputes

This contract is between you and the Microsoft company for your country or region. In this section, find the country or region where you live (if you are signing up for the service as an individual person) or where your business is located (if you are signing up for the service for your business). In the table below, you will find the Microsoft company that is contracting with you and the choice of law and the location for resolving disputes with the Microsoft company.

Country / Region	Microsoft Company	Governing Law; Jurisdiction; Venue
North and South America Region	If you live or your business is headquartered in Argentina, Barbados, Belize, Bolivia, Brazil, Canada, Chile, Columbia, Costa Rica, Dominica, Dominican Republic, Ecuador, El Salvador, Grenada, Guatemala, Honduras, Mexico, Nicaragua, Panama, Paraguay, Peru, Puerto Rico, United States, Uruguay, or Venezuela, then you are contracting with Microsoft Corporation, One Microsoft Way, Redmond , WA 98052, United States of America	Washington State law governs the interpretation of this contract and applies to claims for breach of it, regardless of conflict of laws principles. All other claims, including claims regarding consumer protection laws, unfair competition laws, and in tort, will be subject to the laws of your state of residence in the United States, or if you live outside the United States, the laws of the country to which we direct your service. You and we irrevocably consent to the exclusive jurisdiction and venue of the state or federal courts in King County, Washington, USA for all disputes arising out of or relating to this contract.
Europe, Middle East and Africa	If you live or your business is headquartered in Algeria, Austria, Bahrain, Belgium, Bulgaria, Croatia, Czech Republic, Denmark, Egypt, Estonia, Finland, France, Germany, Greece, Hungary, Iraq, Ireland, Israel, Italy, Jordan, Kuwait, Latvia, Lebanon, Lithuania, Luxembourg, Montenegro, Morocco, Netherlands, Norway, Oman, Poland, Portugal, Qatar, Romania, Russia, Saudi Arabia, Serbia, Slovakia, Slovenia, South Africa, Spain, Switzerland, Sweden, Tunisia, Turkey, Ukraine, United Arab Emirates, United Kingdom, or Yemen,then you are contracting with Microsoft Luxembourg S.à.r.l., 20 Rue Eugene Ruppert, Immeuble Laccolith, 1st Floor, Luxembourg2543	The laws of Luxembourg govern the interpretation of this is contract and apply to claims for breach of it, regardless of conflict of laws principles. All other claims, including claims regarding consumer protection laws, unfair competition laws, and in tort, will be subject the laws of the country to which we direct your service. You and we irrevocably agree to the exclusive jurisdiction and venue of the Luxembourg courts for all disputes arising out of or relating to this contract.
Japan	If you live or your business is headquartered in Japan, then you are contracting with Microsoft Company Ltd (MSKK), Odakyu Southern Tower, 2-2-1 Yoyogi, Shibuya-ku, Tokyo 151-8583	The laws of Japan govern this contract and any matters arising out of or relating to this contract. You and we irrevocably agree that exclusive original jurisdiction and venue will lie in the Tokyo District Court.
South Asia	If you live or your business is headquartered in Australia, Hong Kong, Indonesia, Malaysia, New Zealand, Philippines, Singapore, or Thailand, then you are contracting with Microsoft Operations, Pte Ltd, 1 Marina Boulevard, #22-01 One Marina Blvd, Singapore 01898	The laws of Singapore govern this contract. You and we irrevocably agree to the exclusive jurisdiction and venue of the Singapore courts for all disputes arising out of or relating to this contract. Any dispute arising out of or in connection with this agreement, including any question regarding its existence, validity or termination shall be referred to and finally resolved by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Center, which rules are deemed to be incorporated by reference into this clause. The Tribunal shall consist of one arbitrator to be appointed by the Chairman of SIAC. The language of arbitration shall be English. The decision of the arbitrator shall be final, binding and incontestable and may be used as a basis for judgment thereon in any country or region.
India	If you live or your business is headquartered in India, then you are contracting with Microsoft Regional Sales Corporation, a corporation organized under the laws of the State of Nevada, USA, with a branch in Singapore, having its principal place of business at 438B Alexandra Road, #04-09/12, Block B, Alexandra Technopark, Singapore, 119968	The laws of the State of Washington govern this contract, regardless of conflict of laws principles. Any dispute arising out of or in connection with this agreement, including any question regarding its existence, validity or termination shall be referred to and finally resolved by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Center, which rules are deemed to be incorporated by reference into this clause. The Tribunal shall consist of one arbitrator to be appointed by the Chairman of SIAC. The language of arbitration shall be English. The decision of the arbitrator shall be final, binding and incontestable and may be used as a basis for judgment thereon in India or elsewhere.
China	If you live or your business is headquartered in China, then you are contracting with Microsoft Corporation, One Microsoft Way, Redmond, WA 98052, United States of America	The laws of the State of Washington govern this contract, regardless of conflict of laws principles. You and we irrevocably consent to the exclusive jurisdiction and venue of the state or federal courts in King County, Washington, USA for all disputes arising out of or relating to this contract.
Korea	If you live or your business is headquartered in Korea, then you are contracting with Microsoft Korea, Inc., POSCO Bldg, 8th Floor, 892 Daechi 4-Dong, Kangnam-Gu, Seoul, Korea 135-777	The laws of the Republic of Korean govern this contract. You and we irrevocably agree to exclusive original jurisdiction and venue in the Seoul District Court.
Taiwan	If you live or your business is headquartered in Taiwan, then you are contracting with Microsoft Taiwan Corporation, 8F, No 7 Sungren Road, Shinyi Chiu, Taipei, Taiwan 110	The laws of Taiwan govern this contract. You and we irrevocably designate the Taipei District Court as the court of first instance having jurisdiction over any disputes arising out of or in connection with this contract.

26. Contract Interpretation

All parts of this contract apply to the maximum extent permitted by law. A court may hold that we cannot enforce a part of this contract as written. If this happens, then that part will be replaced with terms that most closely match the intent of the part that we cannot enforce. The rest of this contract will not change. This contract, together with any code of conduct, privacy statement or anti-spam policy and other notices we provide, is the entire contract between you and us regarding the service. It supersedes any other contract or statements related to the service. If you have confidentiality obligations related to the service, those obligations remain in force (for example, you may have been a tester for a pre-release version of a service). The section titles in the contract do not limit the other terms of this contract.

27. Assignment

We may assign this contract, in whole or part, at any time without notice to you. You may not assign this contract or any obligations, or any part of it, to any other party. Any attempt to do so is void. Instead, you may cancel your service. The other party may then establish a service account and enter into a contract with us.

28. Force Majeure

We will not be liable for any loss or damage or be deemed to be in breach of this contract due to any event or circumstance beyond its reasonable control, including, war, invasion, electrical shortages, terrorist attacks, earthquakes, or acts of God.

29. Notices

Trademark Notice
Microsoft and Dynamics are registered trademarks of Microsoft Corporation. Trademark information is available at http://www.microsoft.com/about/legal/intellectualproperty/trademarks/default.mspx. Any rights not expressly granted are reserved.

Notices and Procedures for Making Claims of Copyright Infringement
Under Title 17, United States Code, Section 512 (c)(2), notifications of claimed copyright infringement should be sent to our Designated Agent. All inquiries not relevant to the following procedure will not receive a response. See Notice and Procedure for Making Claims of Copyright Infringement.