This section presents general terms and conditions of this CPS that are not covered in the other sections.
12.8 Interpretation and Translation
12.11 Headings and Appendices of This CPS
12.12 Change of Subscriber Information on File With IA; Change to CPS
12.12.1 Change of Subscriber Information Maintained by an IA
12.13 Property Interests In Security Materials
12.14 Infringement and Other Damaging Material
In the event of a conflict between this CPS and other rules, guidelines, or contracts, the subscriber shall be bound by the provisions of this CPS, except as to other contracts either (i) predating the first public release of the CPS or (ii) expressly superseding this CPS for which such contract shall govern as to the parties thereto, and except to the extent that the provisions of this CPS are prohibited by law.
Export of certain software used in conjunction with VeriSign's PCS may require the approval of appropriate government authorities. The parties shall conform to applicable export laws and regulations.
The laws of the state of California, U.S.A., shall govern the enforceability, construction, interpretation, and validity of this CPS, irrespective of contract or other choice of law provisions and without the requirement to establish a commercial nexus in California. This choice of law is made to ensure uniform procedures and interpretation for all users, no matter where they reside or use their certificates.
Before invoking any dispute resolution mechanism (including litigation or arbitration, as detailed below) with respect to a dispute involving any aspect of this CPS or a certificate issued by an IA, aggrieved persons shall notify VeriSign, the applicable IA, and any other party to a dispute for the purpose of seeking dispute resolution among themselves.
If the dispute is not resolved within ten (10) days after initial notice pursuant to CPS Section 12.4.1, then a party may submit the dispute in written or electronic form to VeriSign requesting consideration by the VeriSign Distinguished Panel of Experts (VDPE). In response, VeriSign will convene a VDPE, composed of three PKI experts, to assemble relevant facts with the goal of facilitating dispute resolution. The submitting party must deliver a copy of the submittal to all other parties. Any party that did not submit the matter may provide appropriate information to the VDPE within one (1) week after the date the dispute was submitted to the VDPE. The VDPE shall complete and communicate its recommendations to the parties within three (3) weeks (unless the parties mutually agree to extend this period for a specified additional period) after the matter was initially submitted to the VDPE. The VDPE will generally operate via E-mail, teleconferencing, courier and postal mail. The recommendations of the VDPE shall not be binding upon the parties.
Following the VDPE's completion and communication of its recommendations, or the VDPE's failure to complete and communicate its recommendations (per CPS Section 12.4.2), an aggrieved person may invoke a dispute resolution mechanism as follows. Nothing in CPS Section 12.4 shall preclude VeriSign and the applicable IA from seeking equitable (including injunctive) relief upon alleged compromise or alleged material breach in a manner consistent with governing law and this CPS.
(i) When each indispensable party to a dispute is a Canadian or U.S. resident or organization situated or doing business in Canada or the United States. Except where each indispensable party to a dispute agrees to an alternative dispute resolution mechanism (such as arbitration), all suits to enforce any provision of this CPS or arising in connection with the CPS or any related business relationship between the parties hereto shall be brought in the United States District Court for the Northern District of California or the Superior or Municipal Court in and for the County of Santa Clara, California, U.S.A. Each person hereby agrees that such courts shall have exclusive in personam jurisdiction and venue with respect to such person and each person hereby submits to the exclusive in personam jurisdiction and venue of such courts. The parties hereby waive any right to a jury trial regarding any action brought in connection with this CPS or VeriSign's PCS. Where an alternative dispute resolution is chosen by the parties, California law shall govern arbitability and procedure.
(ii) Where one or more parties to a dispute is not a Canadian or U.S. resident or organization situated or doing business in Canada or the United States. All disputes arising in connection with the CPS shall be finally settled under the Rules of Conciliation and Arbitration of the International Chamber of Commerce (ICC) modified as necessary to reflect the provisions herein by one or more arbitrators. The place of arbitration shall be in New York or San Francisco, U.S.A., and the proceedings shall be conducted in English. In cases involving a single arbiter, that single arbiter shall be appointed by mutual agreement of the parties. If the parties fail to agree on an arbiter within fifteen (15) days, the ICC shall choose an arbiter knowledgeable in computer software law, information security, and cryptography or otherwise having special qualifications in the field, such as a lawyer, academician, or judge in a common law jurisdiction.
(iii) Where all parties to a dispute are Japanese residents or organizations situated or doing business in Japan. All disputes arising in connection with the CPS shall be finally settled under the procedures in CPS Section 12.4.3(ii) except that the place of arbitration shall be in Tokyo, Japan and that the proceedings shall be conducted in Japanese.
This CPS inures to the benefit of, and shall be binding upon the successors, executors, heirs, representatives, administrators, and assigns, whether express, implied, or apparent, of the parties. The rights and obligations detailed in this CPS are assignable by the parties, by operation of law (including as a result of merger or a transfer of a controlling interest in voting securities) or otherwise, provided such assignment is undertaken consistent with CPS Section 3.21, concerning termination or cessation of IA operations; and provided further, that such assignment does not effect a novation of any other debts or obligations the assigning party owes to other parties at the time of such assignment.
No term or provision of this CPS directly affecting the respective rights and obligations of VeriSign or any IA may be orally amended, waived, supplemented, modified, or terminated, except by an authenticated message or document of such affected party, except to the extent provided otherwise herein.
If any provision of this CPS, or the application thereof, is for any reason and to any extent found to be invalid or unenforceable, the remainder of this CPS (and the application of the invalid or unenforceable provision to other persons or circumstances) shall be interpreted so as best to reasonably effect the intent of its parties. IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT EACH AND EVERY PROVISION OF THIS CPS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF OR LIMITATION UPON ANY WARRANTIES OR OTHER OBLIGATIONS, OR EXCLUSION OF DAMAGES IS INTENDED TO BE SEVERABLE AND INDEPENDENT OF ANY OTHER PROVISION AND IS TO BE ENFORCED AS SUCH.
Unless otherwise provided, this CPS shall be interpreted consistently with what is commercially reasonable under the circumstances. In interpreting this CPS, regard is to be given to its international scope and application, to the benefits in promoting uniformity in its application, and to the observance of good faith.
Translated versions of this CPS are available in certain non-English languages from the repository. In the event of a conflict between the English and non-English version, and for purposes of interpretation, this English language version of the CPS shall control.
Failure by any person to enforce a provision of this CPS will not be deemed a waiver of future enforcement of that or any other provision.
Whenever any person hereto desires or is required to give any notice, demand, or request with respect to this CPS, such communication shall be made either using digitally signed messages consistent with the requirements of this CPS, or in writing. Electronic communications shall be effective upon the sender's receiving a valid, digitally signed acknowledgment of receipt from the recipient. Such acknowledgment must be received within five (5) days, or else written notice must then be communicated. Communications in writing must be delivered by a courier service that confirms delivery in writing or via certified or registered mail, postage prepaid, return receipt requested, addressed as follows:
To VeriSign:
VeriSign, Inc.
1390 Shorebird Way
Mountain View, CA 94043 USA
Attn: Certification Services
(+1 415-961-8820)
By VeriSign or an IA to another person:
To the most recent address of record on file with VeriSign, Inc.
Any non-VeriSign IA shall immediately advise its VeriSign IA of any legal notice served on the non-VeriSign IA that might affect its VeriSign IA or VeriSign.
The headings, subheadings, and other captions in this CPS are for convenience and reference only and shall not be used in interpreting, construing, or enforcing any of the provisions of this CPS. The appendices, including the definitions to this CPS, are for all purposes an integral and binding part of the CPS.
Any subscriber may change certain information about itself on file with its IA that does not appear within its certificate (typically, information provided in the subscriber agreement or certificate application) upon giving thirty (30) days notice in accordance with CPS Section 12.10 (Notice). Such change in information shall be effective after such thirty (30) day period.
VeriSign shall be entitled to amend this CPS from time to time (prospectively and not retroactively). VeriSign shall be entitled to place amendments in the VeriSign repository either in the form of an amended version of the CPS or in the Practices Updates and Notices section of the VeriSign repository.
Amendments to this CPS that are placed in the Practices Updates and Notices section of the VeriSign repository (see https://www.verisign.com/repository/updates) shall have the effect of amending the CPS. Such amendments shall supersede any conflicting and designated provision(s) of the referenced version of the CPS.
A material amendment to the CPS shall become effective fifteen (15) days after VeriSign publishes the amendment in the VeriSign repository in accordance with CPS Section 12.12.2.1, unless VeriSign publishes a notice of withdrawal of the amendment in the repository prior to the end of such fifteen (15) day period.
If, notwithstanding CPS Section 12.12.2.3, VeriSign publishes a material amendment to the CPS, it shall become effective immediately upon publication in the VeriSign repository in accordance with CPS Section 12.12.2.1 if failure by VeriSign to make the amendment may result in a compromise of the PCS or any portion of it.
An amendment to the CPS that is non-material shall become effective immediately upon publication in the VeriSign repository in accordance with CPS Section 12.12.2.1. VeriSign's decision to designate an amendment as non-material shall be within VeriSign's sole discretion.
A certificate applicant and subscriber's decision not to request revocation of his, her, or its certificate within fifteen (15) days following the publication of an amendment shall constitute agreement to the amendment. See the VeriSign repository's "Practices Updates and Notices" section at https://www.verisign.com/repository/updates.
Unless otherwise agreed, property interests in the following security-related information materials and data are regarded as the property of the parties indicated below:
Certificates: Certificates are the personal property of their respective IA. Certificates issued by VeriSign CAs and VeriSign subordinate CAs contain a copyright notice: "Copyright (c)1997 VeriSign, Inc., All Rights Reserved" or "(c)97" in connection with VeriSign. Permission is hereby granted to reproduce and distribute certificates on a nonexclusive, royalty-free basis, provided that they are reproduced and distributed in full, except that certificates shall not be published in any publicly accessible repository or directory without the express written permission of VeriSign. This restriction is intended, in part, to protect the privacy of subscribers against unauthorized republication of their certificates. Questions concerning this copyright notice should be sent to VeriSign as listed in CPS Section 12.10 (Notice), or to Secret shares of private keys: Secret shares of an IA's private key are the personal property of the applicable IA.
Certificate applicants (and, upon acceptance, subscribers) represent and warrant that their submission (to an IA) and use of a domain and distinguished name (and all other certificate application information) does not interfere with or infringe upon the rights of any third parties in any jurisdiction with respect to their trademarks, service marks, trade names, company names, or any other intellectual property right, and that they are not seeking to use the domain and distinguished names for any unlawful purpose, including, without limitation, tortious interference with contract or prospective business advantage, unfair competition, injuring the reputation of another, and confusing or misleading a person, whether natural or incorporated. Certificate applicants (and, upon acceptance, subscribers) shall defend, indemnify, and hold their IA harmless for any loss or damage resulting from any such interference or infringement.
IAs and VeriSign shall not be responsible for nonverified subscriber information (NSI) submitted to VeriSign, an IA, or the VeriSign repository or otherwise submitted for inclusion in a certificate. In particular, subscribers shall be solely responsible for the legality of the information they present for use in certificates issued under this CPS, in any jurisdiction in which such content may be used or viewed. Because laws regarding the transmission and availability of information content are constantly changing and vary widely, certificate applicants' and subscribers' responsibilities are determined not only by laws in existence at the time the IA issues a certificate to a certificate applicant but also by any laws that may be enacted after such date. Certificate applicants and subscribers should be aware that there are many laws regarding the transmission of data, especially data that is encrypted or involves encryption algorithms, and that these laws may vary dramatically from state to state and country to country. Further, it is generally not possible to limit the distribution of content on the Internet or certain other networks based on the locality of the user/viewer, and this may require certificate applicants and subscribers to comply with the laws of each jurisdiction in which the content may be viewed or used.
Certificate applicants and subscribers will not submit to VeriSign, an IA, or the VeriSign repository any materials that contain statements that (i) are libelous, defamatory, obscene, pornographic, abusive, bigoted, hateful, or racially offensive, (ii) advocate illegal activity or discuss illegal activities with the intent to commit them, or (iii) otherwise violate any law.
VeriSign may charge subscribers fees for their use of VeriSign's services. A current schedule of such fees is available from the VeriSign repository at https://www.verisign.com. Such fees are subject to change seven (7) days following their posting in the VeriSign repository.
All persons acknowledge that they (not VeriSign or any IA) are solely responsible for and have exercised independent judgment in choosing security software, hardware, and encryption/digital signature algorithms, including their respective parameters, procedures, and techniques.
The obligations and restrictions contained within CPS Sections 3.9 (Audit), 3.13 (Confidential Information), CPS Section 11 (Obligations of Issuing Authorities and VeriSign, and Limitations Upon Such Obligations), and CPS Section 12 (Miscellaneous Provisions) shall survive the termination of this CPS.
12.18 Force Majeure
IAs and VeriSign shall not be responsible for any breach of warranty, delay, or failure in performance under this CPS that results from events beyond their control, such as acts of God, acts of war, epidemics, power outages, fire, earthquakes, and other disasters.