Reference Guide

Internal Use - Confidential
13.5. Dispute Resolution and Binding Individual (non-class) Arbitration. This Section only applies if You are an
individual consumer that resides in (or obtained the Software in) the United States or Canada. All Disputes
shall be resolved exclusively and finally by binding individual arbitration. This means You and Licensor
waive any right to litigate disputes in a court or before a jury and neither You nor Licensor shall be entitled to join,
consolidate, or include any claims belonging to or alleged or arising from, by or on behalf of any third party to an
arbitration brought hereunder, or to arbitrate any claim as a class action, class representative, class member, or
in a private attorney general capacity. If You reside in (or obtained the Software in) the United States, the
arbitration will be administered by the American Arbitration Association (AAA), or JAMS. If You reside in (or
obtained the Software in) Canada, arbitration will be at ADR Chambers pursuant to the general ADR Chambers
Rules for Arbitration located at www.adrchambers.com. The arbitration shall be conducted in the English
language. The arbitration panel shall have exclusive authority to resolve any arbitrability issues including any
dispute over this EULA or this arbitration provision’s scope, application, meaning and enforceability. The
arbitration panel shall be empowered to grant whatever relief would be available in court, including without
limitation preliminary relief, injunctive relief and specific performance. Any award of the arbitration panel shall be
final and binding immediately when rendered, and judgment on the award may be entered in any court of
competent jurisdiction. If any portion of this arbitration agreement is found unenforceable, the unenforceable
portion shall be severed and the remaining arbitration terms shall be enforced (but in no event will there be a
class arbitration). Consumer claimants (individuals whose transaction is intended for personal, family or
household use) may elect to pursue their claims in small-claims court rather than arbitration. Licensor will be
responsible for paying any individual consumer's arbitration/arbitrator fees. Notwithstanding the foregoing,
Licensor may apply to any relevant government agency or any court of competent jurisdiction to preserve its
rights under this EULA and to obtain any injunctive or preliminary relief, or any award of specific performance, to
which it may be entitled, either against You or against a non-party; provided, however, that no such
administrative or judicial authority shall have the right or power to render a judgment or award (or to enjoin the
rendering of an arbitral award) for damages that may be due to or from either party under this EULA, which right
and power shall be reserved exclusively to an arbitration panel proceeding in accordance herewith.
13.6. Third Party Rights. Other than as expressly set out in this EULA, this EULA does not create any rights
for any person who is not a party to it, and no person who is not a party to this EULA may enforce any of its
terms or rely on any exclusion or limitation contained in it.
13.7 Entire Agreement. You acknowledge that You have read this EULA, that You understand it, that You
agree to be bound by its terms, and that this EULA, along with the Order Terms into which this EULA may be
incorporated (as applicable), is the complete and exclusive statement of the agreement between You and
Licensor regarding Your use of the Software. All content referenced in this EULA by hyperlink is incorporated
into this EULA in its entirety and is available to You in hardcopy form upon Your request. The pre-printed terms
of Your purchase order or any other document that is not issued or signed by Licensor or Dell do not apply to
Software. You represent that You did not rely on any representations or statements that do not appear in this
EULA when accepting this EULA.
EULA (rev. 24FEB2020)