THE FOLLOWING LEGAL TERMS (”TERMS”) GOVERN YOUR REGISTRATION, RIGHT TO USE AND ACCESS TO THE GIGAMON PARTNER PORTAL (“PORTAL”) PROVIDED GIGAMON INC. (“GIGAMON”, “WE”, “OUR”). FOR THESE TERMS “YOU” MEANS BOTH YOU AS AN INDIVIDUAL ANDTHE LEGAL ENTITY YOU ARE EMPLOYED BY (WHICH YOU HEREBY REPRESENT AND WARRANT THAT YOU ARE ACTING AS AN AUTHORIZED REPRESENTATIVE ON BEHALF OF. BY SUBMITTING YOUR REGISTRATION REQUEST, YOU AGREE THAT YOU HAVE READ THESE TERMS, UNDERSTAND THEM AND AGREE TO BE LEGALLY BOUND BY THEM.
USAGE AND ACCESS RIGHTS
Right of Use
You are provided a time-limited, non-transferable access to use the Portal to access information relevant to the marketing, sales and distribution of Gigamon products and services in accordance with these Terms. Based on Your level and type of partnership with Gigamon, Gigamon may extend or limit the scope of Your access rights in the Portal.
You further agree to use the Portal in accordance with these Terms or specific instructions elsewhere in the Portal, and in a manner which may not infringe upon the rights or interests of Gigamon. You also agree not to fraudulently use or plagiarize any of the contents of the Portal.
Gigamon retains the right to immediately revoke any and all of Your access rights in case of Your breach of any of these Terms or suspected misuse of the Portal. Also, if Your credentials are not used in any rolling period of six (6) months they may be terminated from the system and You have to request credentials again.
Access Rights as an Employee / Officer of Gigamon Partner
All granted credentials are personal and linked to Your current employer. Any person who is entitled to get access to the Portal must work in a company who is entitled to sell Gigamon products. If You decide to stop selling Gigamon, You must inform Gigamon at once to be able to terminate the access to the Portal.
If You (acting as an individual) leave Your employer You must immediately inform Gigamon to cancel Your access to the Portal. If You notice that someone who is no longer employed by Your prior place of employment still has access rights to the Portal, please inform Gigamon to help us protect Your customer data.
You (as an individual) and You (as a company) are jointly and severally liable for breach of these Terms in accordance to applicable laws.
Terms Relating to PARTNER DOWNLOADS-Area
Please note, that to be able to sell Gigamon products You must have a valid agreement with an authorized distributor of Gigamon or directly with Gigamon.
You may use and distribute the Gigamon products in the PARTNER DOWNLOAD area for purposes of product presentation. Such use must always be limited to only what is customary and reasonable for the above purpose. Distribution of products may only be made subsequent to approved purchase order and always in accordance with the terms and conditions of a valid distribution / resale agreement. Except where otherwise expressly agreed in such valid distribution / resale agreement, no other use then that specified above is granted or authorized. You acknowledge that software piracy is a punishable offence.
Please note; that all use of the products referenced in the Portal is always subject to Your and/or end user, as applicable, acceptance of and compliance with the relevant end user license terms integrated in the products.
Terms Relating to MARKETING MATERIALS - Area
The Marketing materials are provided for the dedicated purpose for promotion of sales and marketing of Gigamon products. All Marketing materials are owned by Gigamon and/or its licensors and may only be used within the limits of authorized usage scope stipulated in connection with each material. You agree to refrain from any other use of the materials other than expressly stated above.
Trademark license: You are granted a non-exclusive, time-limited and terminable right to use Gigamon trademarks and trade names. Such license is granted for the sole purpose of Your sales and marketing of Gigamon products in accordance with rights granted to You. Any use of Gigamon trademarks is always subject to then current Gigamon brand guidelines found in this section of the Portal.
Copyright license: You are granted a non-exclusive, time-limited and terminable right to use, copy and distribute the marketing materials made available to You in the Portal. Such material may only be used for the sole purpose of Your sales and marketing of Gigamon products in accordance with rights granted to You. You also agree to comply with usage restrictions relating to certain promotional material, if any and as applicable.
Any grant of rights is only valid during the term of Your agreement with Gigamon or for the duration that You are an authorized Gigamon reseller with access to this Portal. However, Gigamon retains the right to terminate such usage rights unilaterally at any time. Upon any such termination or upon written notice by Gigamon notifying You to stop usage and/or distribution of any of the marketing materials, You agree to cease usage of any of the trademarks of Gigamon or other material made available to You through this Portal.
At times, all or part of the Portal may be temporarily unavailable / nonoperational for the purpose of repairs, upgrading, maintenance or for reasons beyond Gigamon’s reasonable control (force majeure). In such cases, we seek to return the Portal to operational as reasonably possible, depending on the technical constraints encountered. Gigamon shall not be held liable for the consequences of such interruptions.
The Portal contains detailed information on Gigamon products, future Gigamon product releases, Gigamon’s distribution/reseller partners and contact information, pricing and other valuable information that is deemed to be confidential or of trade secret nature.
You may not disclose or disseminate to the third parties any information in the Portal that is marked as “confidential” or “partner confidential” or which is obviously of confidential nature. Other information may only be used and disseminated within reasonable limits for the purposes of furthering legitimate sales of Gigamon products and services.
You warrant having provided Your registration information truthfully and acknowledge that You are responsible for safeguarding the confidentiality of Your user-name and password, You agree not to provide such information access to Portal to third parties and You shall be responsible on the use of Portal under Your user-name.
In the event data submitted by You includes customer contact information or other personal data of the customer, You warrant that You have the necessary authorizations and/or consents required to provide such data to Gigamon for Gigamon to make use of it in its sales and marketing of its products and in its business.
PLEASE NOTE THAT THE GIGAMON LEGAL TERMS RELATING TO OUR WEBSITES SHALL ALSO APPLY TO THE PORTAL AND ARE INCORPORATED BY THIS REFERENCE.
Title, ownership rights, and intellectual property rights in the Portal and to its contents shall remain those of Gigamon and its suppliers and licensors. The Portal is protected by copyright laws and international copyright and other intellectual property treaties. We protect our intellectual property rights to the full extent allowed by the law. The contents and data in the Portal may be subject to export, privacy, trade secret and other applicable laws.
Except as expressly provided in these Terms, You are not granted any license under any patents, copyrights, trademarks or other rights, trade secrets or other proprietary rights belonging to Gigamon or any third party and You do not receive any rights to use any documentation, software or other materials made available by Gigamon. All patents, copyrights, trademarks, trade secrets and other proprietary rights pertaining to the Portal and/or Gigamon Products shall be and remain the property of Gigamon and/or third parties from whom Gigamon may have obtained certain of its rights. You agree to be bound by the terms hereof and shall not load, modify, copy, execute, disclose, transfer or otherwise use any software or material except in strict compliance with these Terms.
When reproducing any copies of the marketing material and related documentation provided in the Portal, You also agree to reproduce any copyright notices therein in accordance with industry best practices. Copyright notices shall be reproduced in exact conformity to the copyright notices used by the publisher itself. Reproduction of copyright notices shall not be subjected to any modification in its form, design nor its wording. The obligation to include such notices is an essential condition of Your usage of any marketing material or related documentation.
You agree to promptly report any apparent copyright or other intellectual copyright infringement relating to the Gigamon products or documentation that comes to Your attention.
You shall not register any trademark of Gigamon in Your own name or register or use any mark or name confusingly similar to any trademark used by Gigamon to describe any of the Products.
Correctness of Information and Disclaimer of Warranty
As the majority of customer / end user related data in the Portal is based on data provided by You and/or Your co-users, we will make every effort to ascertain that data is up to date and correct, but do not warrant that will be correct, complete or up to date. The Portal and its contents are provided "as is", without warranty of any kind. Gigamon, on behalf of itself, its employees, officers and suppliers and those that have contributed to data presented in the Portal expressly disclaim all implied warranties of any kind. You assume the entire risk as to Your use of any information obtained.
Where the Portal contains links to third party sites, You acknowledge that the content on such third party sites may be subject to change from time to time and that such third party sites are not under Gigamon’s control and that Gigamon has no liability in regards to the contents of such third party sites or Your activities in such third party sites.
Indemnity and Limitation of Liability
YOU SHALL BE SOLELY RESPONSIBLE FOR YOUR CONDUCT AND USE OF THE PORTAL AND YOU AGREE TO INDEMNIFY AND HOLD GIGAMON HARMLESS AS A RESULT OF YOUR UNAUTHORIZED USE OF THE PORTAL OR ITS CONTENTS OR YOUR BREACH OF ANY OF THESE TERMS. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, CONTRACT, OR OTHERWISE, SHALL GIGAMON BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND.
Note that the direct and indirect majority-owned subsidiaries of Gigamon Inc. are not deemed as third parties for the purposes of these Terms, but entitled to same rights and protections than those provided to Gigamon in these Terms, where such subsidiaries would obtain rights or undertake activities pursuant to these Terms.
You agree that You shall not intentionally or knowingly endorse, approve, support, sanction, condone, promote, foster, or encourage any activity which maliciously utilizes computers, computer software or computer data, or which is likely to worsen the problem of malicious use of computers, computer software or data. Such malicious computing activities include, but are not limited to software piracy, writing, compiling or spreading viruses, malicious computer hacking and unauthorized destruction or alteration of data.
Changes to Terms
We will be making changes to the Portal, these Terms and relevant policies (including those referred herein) from time to time. We will notify You about such changes when we deem that changes in terms are material enough to warrant a notification / re-approval, but will not be required to do so in case of minor changes. Changed Terms shall be available in the same location and shall be effective when posted. In case You choose not to accept the then current Terms, You should cease Your use of the Portal. The Terms and policies in force at the time You used the Portal shall be applicable to Your use of Portal made under such Terms. The month of the copyright notice at the end of Terms will allow You to easily monitor when changes in terms have occurred.
Gigamon may discontinue, modify or terminate any of user accounts to the Portal at its sole discretion. Upon termination of the Portal or Your usage rights therein, any terms that would reasonably survive termination, shall continue to be in force including, but not limited to; terms concerning restrictions on use, disclaimer of warranty, indemnification, and limitation of liability.
The Terms are not necessarily exhaustive and additional terms relating to certain contents or functionalities available in the Portal may exist.
If any of these conditions are deemed invalid, void, or for any reason unenforceable, such portion of the conditions will be deemed severable and will not affect the validity and enforceability of any remaining condition or these Terms.
These Terms shall be governed under the laws of the State of California without regard to conflict of laws rules and principles.