THIS TRIAL SERVICE AGREEMENT (“AGREEMENT”) GOVERNS YOUR USE OF OUR TRIAL SERVICE (AS DEFINED HEREIN).
BY CLICKING THE BOX INDICATING YOUR ACCEPTANCE, YOU AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “YOUR” SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE TRIAL SERVICES.
“PARTY’ MAY MEAN EITHER YOU OR US AND ‘PARTIES” MEANS US AND YOU.
You may not access the Trial Service if You or Your products or services are competitive with Us or Our products or services, except with Our prior written consent. You may not access the Trial Service for purposes of monitoring Our Trial Service’s availability, performance or functionality, or for any other benchmarking or competitive purposes.
“Purchased Subscription Service” means that You purchase, under an Order Form. a subscription to Our Altitude Networks Google Workspace Security Service, as distinguished from the Trial Service.
“Trial Period” means from the date You indicate Your acceptance of this Agreement until the date (1) this Agreement is terminated by either party or (2) We complete the Trial Service – whichever is earlier.
“Trial Service” means Our free trial service.
“We”, “Us” or “Our” means Altitude Networks, Inc.
“You” or “Your” means the person accepting this Agreement, or, if applicable, the company or other legal entity for which you are accepting this Agreement.
“Your Reports” means the report regarding and/or incorporating Your Trial Services Data generated, transmitted or displayed via Our Trial Service.
“Your Trial Service Data” means electronic data and information submitted by or for You to the Trial Service or collected and processed by Us as a result of Your use of Our Trial Service. Your Trial Service Data includes Your Reports.
When You register for Our Trial Service, We will make the Trial Service available to You free of charge, until the earlier of (a) the end of the Trial Service period for which You registered to use Our applicable Trial Service, or (b) the start date of any Purchased Subscription Service ordered by You.
YOUR TRIAL SERVICE DATA ON OUR SYSTEMS OR IN OUR POSSESSION OR CONTROL AND YOUR REPORTS MAY BE PERMANENTLY LOST OR DELETED AT THE END OF THE TRIAL PERIOD UNLESS YOU PURCHASE A PURCAHSED SUBSCRIPTION BEFORE THE END OF THE TRIAL PERIOD. WE WILL HAVE NO LIABILITY FOR ANY HARM OR DAMAGE ARISING OUT OF OR IN CONNECTION WITH A FREE TRIAL.
Your Compliance with Appliable Laws. You will use Our Trial Service in compliance with all applicable laws and regulations, including, but not limited to, all laws that relate to the confidentiality, integrity, availability, and/or protection of personal information, electronic data privacy, trans-border data flow, or data protection. You will obtain all necessary consents, permissions, approvals, or licenses to use our Trial Service and permit Us to use Your Trial Service Data in accordance with this Agreement and all applicable laws. You agree to hold Us harmless from any alleged violation of the foregoing.
Confidential Information. “Confidential Information” means (i) any information disclosed, directly or indirectly, by one party (“Disclosing Party”) to the other party (“Receiving Party”) pursuant to this Agreement that is designated as “confidential,” or in some other manner to indicate its confidential nature, and (ii) information otherwise reasonably expected to be treated in a confidential nature under the circumstances of disclosure or by the nature of the information itself. However, Confidential Information does not include any information which (a) is or becomes generally known and available to the public through no act or omission of the Receiving Party; (b) was already in the Receiving Party’s possession at the time of disclosure by the Disclosing Party, as shown by the Receiving Party’s contemporaneous records; (c) is lawfully obtained by the Receiving Party from a third party who has the express right to make such disclosure; or (d) is independently developed by the Receiving Party without use of, or reference to, the Disclosing Party’s Confidential Information. Neither party shall use the Confidential Information of the other party for any purpose except to exercise its rights and perform its obligations under this Agreement. Neither party shall disclose any Confidential Information of the other party, except to employees of the Receiving Party with a need to know, or to its advisors, or prospective investors or purchasers, each subject to a written obligation of confidentiality. Notwithstanding the foregoing, We may disclose Your Trial Service Data to Our service providers (such as Our hosting provider) so that these service providers can provide services on Our behalf, provided that such service providers are bound by confidentiality obligations. Each party will take reasonable measures to protect the secrecy of, and avoid disclosure and unauthorized use of, the Confidential Information of the other party, and will take at least those measures that it takes to protect its own most highly confidential information.
Intellectual Property Indemnification. We shall indemnify, defend, or at its option, settle, and hold You harmless from any assertion, claim or proceeding to the extent that it is based on an allegation that the Trial Service furnished by Us under this Agreement infringes or misappropriates a patent, copyright, or trade secret of any third party, and shall pay all costs, expenses, and damages in connection therewith. If You becomes aware of a claim for which You are entitled to indemnification pursuant to this Agreement, You shall promptly provide Us with written notice regarding the applicable claim. We may participate in the defense of a claim subject to indemnification hereunder with Our own counsel. You may not, without the Our prior written consent, settle, compromise or consent to the entry of any judgment in any such commenced or threatened claim.
Limitation of Liability. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQENTIAL LOSS OR DAMAGES OF THE OTHER PARTY ARISING FROM OR CONNECTED WITH THIS AGREEMENT WHETHER OR NOT THAT PARTY HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES. EXCEPT WITH RESPECT TO A PARTY’S INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT, A PARTY’S BREACH OF ITS OBLIGATIONS WITH RESPECT TO CONFIDENTIAL INFORMATION, AND EITHER PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY REGARDLESS OF THE THEORY OF PURPORTED LIABILITY.
Expiration and Survivability. This Agreement shall expire at the end of the Trial Period unless it is terminated earlier. The terms necessarily implied by their nature, to survive termination or expiration, shall survive termination or expiration of this Agreement.
The parties agree that in the event of a dispute or alleged breach they will work together in good faith to resolve the matter internally by escalating it to higher levels of management and, if necessary, to use a mutually agreed upon alternative dispute resolution mechanism prior to resort to litigation.
No Warranties. OUR TRIAL SERVICE IS FURNISHED “AS IS” AND EXCLUSIVE OF ANY WARRANTY, INCLUDING ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, OR ANY OTHER WARRANTY OR INDEMNITY, WHETHER EXPRESS OR IMPLIED.
This Agreement contains the entire agreement between the parties with respect to the matters specified herein and supersedes all prior or contemporaneous representations, understandings, agreements or communications between the Parties, whether written or verbal.