1. Third Party Service Providers. Tetrate contracts with third party service providers to assist with administration of the Exam. For example, the exam is conducted through TrueAbility, Inc. and Examity, Inc. proctors the Exam. You will be linked to these service providers’ websites and be required to set up accounts, disclose personally identifiable information and otherwise comply with their privacy policies and other terms and conditions. You hereby acknowledge and consent that Tetrate may share your personally identifiable information and data with any third party with whom Tetrate has a contractual relationship to provide service or functionality for the CIAT Exam. These service providers are solely responsible for the content and their privacy practices pertaining to your personally identifiable information and not Tetrate. You are encouraged to visit third party service providers’ websites and to read and understand their privacy statements.

2. Ownership. Tetrate and its licensors and service providers own all right, title and interest in and to the CIAT Exam including but not limited to all documents and materials pertaining to the Exam, the Exam and the results of the Exam, in all forms and formats, along with all websites, all modifications, alterations and derivatives thereof and all intellectual property rights therein (collectively, “CIAT Exam Materials”). You are granted only a limited, personal license to access and use the CIAT Exam Materials for the sole purpose of becoming a CIAT (or renewing your certification).

3. Confidentiality. You agree: (a) the CIAT Exam Materials are Tetrate, its licensors and service providers’ confidential and proprietary information; (b) to use your best efforts to keep the CIAT Materials confidential; and, (c) except as Tetrate gives you written permission, you will not disclose, use, publish, reproduce or transmit the CIAT Materials to anyone or any entity, in any form or format, for any purpose, at any time.

4. Indemnity. You agree to indemnify, defend and hold harmless Tetrate, its licensors and service providers, their officers, directors, employees, agents and third parties, for all losses, costs, liabilities and expenses (including reasonable attorney’s fees) relating to or arising out the CIAT Exam including but not limited to your: (a) negligence or breach of this Agreement; (b) infringement, misappropriation or violation of Tetrate, its licensors, services providers or a third party’s confidential or proprietary information or intellectual property rights or breach of any applicable laws or regulations. Tetrate reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Tetrate in asserting any available defenses and remain liable and responsible for all losses, costs, liabilities and expenses (including reasonable attorney’s fees).

5. Disclaimer. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TETRATE AND ITS LICENSORS AND SERVICE PROVIDERS PROVIDE THE CIAT EXAM MATERIALS ON AN AS-IS BASIS WITHOUT ANY WARRANTIES EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILTY, FITNESS FOR A PARTICULAR PURPOSE, INFRINGEMENT AND QUALITY. YOU ACKNOWLEDGE AND AGREE THAT TETRATE, ITS LICENSORS AND SERVICE PROVIDERS, DO NOT WARRANT THAT THE CIAT EXAM MATERIALS OR THE WEBSITE WILL MEET YOUR REQUIREMENTS, BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE OR MAKE ANY WARRANTY AS TO THE RESULTS WHICH MAY BE OBTAINED FROM THE USE OF THE CIAT EXAM MATERIALS OR WEBSITE. YOU ARE RESPONSIBLE TO BACKUP ALL OF YOUR DATA AND SYSTEMS. TETRATE, ITS LICENSORS AND SERVICE PROVIDERS ARE NOT RESPONSIBLE OR LIABLE FOR LOSS, CORRUPTION OR DESTRUCTION OF DATA. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.

6. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW: (A) TETRATE, ITS LICENSORS AND SERVICE PROVIDERS’ LIABILITY ARISING OUT OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE AMOUNTS YOU PAID TO PARTICIPATE IN THE CIAT EXAM IN THE 12 MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CAUSE OF ACTION AROSE; AND, (B) IN NO EVENT WILL TETRATE, ITS LICENSORS OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR COVER DAMAGES INCLUDING LOST PROFITS OR GOODWILL, OF ANY KIND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF TETRATE, ITS LICENSORS OR SERVICE PROVIDERS HAVE BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES. THIS LIMITATION WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN AND REGARDLESS OF THE NUMBER OF CLAIMS.

7. Termination. Tetrate may terminate with or without cause, with or without notice, without liability: (a) your limited, personal right to use the CIAT Exam Materials, access or use the website or sit for the CIAT Exam; or (b) revoke the CIAT Exam or your CIAT certification. Upon termination of this Agreement, you will immediately stop representing yourself as an Certified Istio Administration and will stop using and will destroy or return the CIAT Exam Materials. The Agreement survives termination, revocation or modification for any reason. Tetrate’s decisions as to termination or any changes as described in Section 12 are final and binding.

8. Governing Law. Arbitration. Attorneys’ Fees. This Agreement will be governed by and construed under the laws of the United States and State of California, without regard to its conflict of laws provisions and without regard to the United Nations Convention on the International Sale of Goods or the Uniform Computer Information Transactions Act and venue lies in the San Jose, CA. Except for a claim for equitable relief, any dispute arising from or relating to the subject matter of this Agreement that cannot be resolved thereby within a period of 60 days after notice of a dispute has been given by one party hereunder to the other (the last day of such 60 day period being herein referred to as the “Arbitration Date”), will be finally settled by arbitration in San Jose, CA using the English language, in accordance with the Arbitration Rules and Procedures of the Judicial Arbitration and Mediation Services, Inc. (“JAMS”) then in effect, by a single commercial arbitrator with substantial experience in resolving complex commercial contract disputes and industry-related experience, who may or may not be selected from the appropriate list of JAMS arbitrators. If the parties cannot agree upon the identity of the arbitrator within 15 days following the Arbitration Date, then an arbitrator will be selected on an expedited basis in accordance with the Arbitration Rules and Procedures of JAMS. Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. The prevailing party in arbitration or any other legal or administrative proceedings pertaining to this Agreement will be entitled to receive reimbursement of its reasonable expenses (including reasonable attorneys’ fees, expert witness fees and all other expenses) incurred in connection therewith.

9. Class Action Waiver. Any arbitration under this Agreement takes place on an individual basis; class arbitrations and class/representative/collective actions are not permitted. THE PARTIES AGREE THAT A PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN EACH’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PUTATIVE CLASS, COLLECTIVE AND/ OR REPRESENTATIVE PROCEEDING, SUCH AS IN THE FORM OF A PRIVATE ATTORNEY GENERAL ACTION AGAINST THE OTHER. Further, unless both you and Tetrate agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.

10. Equitable Relief. Tetrate is entitled to equitable relief, without the need to post bond, for breach of any right of use granted hereunder or your confidential obligations in addition to all legal remedies.