Partner Terms
Partner Portal Terms of Use

COPYRIGHT 2016 CYLANCE INC.

Welcome to the Cylance Partner Portal. Here you can create an account and view helpful information about Cylance products and services. This Portal is operated by Cylance Inc. (hereinafter "Cylance") for use by partners of Cylance (hereinafter "Partner").

OVERVIEW

Please take a few minutes to carefully review the following terms and conditions. By using this Portal, Partner agrees to be bound by these terms and conditions, as they may be modified and placed on this Portal at any time by Cylance. If Partner does not agree with any of these terms and conditions, do not use or enter any information into the Portal.

PORTAL AND TERMS OF USE MAY CHANGE

Cylance may, at its sole discretion, update, modify, change, add or remove these Terms of Use (or any part thereof) at any time and with or without notice. Cylance may also change, terminate, suspend or discontinue any aspect of the Portal, including the availability of any feature on the Portal with or without notice. Please check periodically for changes. Partner's continued use of the Portal following the posting of such changes constitutes Partner's agreement to be bound by the changes. Partner agrees that Cylance shall not be liable to Partner or to any third party for any modification, suspension or discontinuation of the Portal or the Partner Portal Terms of Use.

USE OF PORTAL

  1. License. Subject to these Terms of Use, Cylance agrees to provide Partner access to Partner’s account information with Cylance through the Portal. Cylance grants to Partner a limited, nontransferable, nonexclusive license for the term of this Agreement to access and use the Portal and Portal software solely to access Partner’s account information. Partner may display and print for its own use, and for the use of its clients, information received via the Portal that pertains to Partner or Partner’s clients and its business with Cylance. The license to use the Portal and Portal software granted in these Terms of Use will terminate automatically in the event that Partner ceases to be a Partner of Cylance as determined by Cylance. The license to access and use the Portal granted in these Terms of Use may be terminated at any time by Cylance, without notice to Partner, in the event of a breach by Partner of the Partner Portal Terms of Use.
  2. Restrictions on Use. Partner shall not, directly or indirectly, (i) license, sell, lease, assign or otherwise transfer any information, data or materials on the Portal or Portal software, (ii) alter or permit a third party to alter any part of the information, data or materials on the Portal or Portal software; (iii) access or use any information, data or materials of any third party available at the Portal; (iv) use or permit the use of the Portal, information, data or materials or Portal software except for the Partner’s access to its own customer information; (v) distribute copies of information, data or materials found on the Portal in any form (including by e-mail or other electronic means), without the prior written permission of Cylance, or (vi) modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from any Cylance software, service, product or documentation, or create or attempt to create a substitute or similar service or product through use of or access to the Partner Portal or any information, data or materials related thereto.
  3. Partner Data. Partner agrees that it is solely responsible for the accuracy of any and all information input by Partner or provided to Cylance for use in conjunction with the Portal (the “Partner Data”). Partner Data shall not include anything that actually or potentially infringes or misappropriates the copyright, trade secret, trademark or other intellectual property right of any third party, violates the privacy rights of any third party, or contains anything that is obscene, defamatory, harassing, offensive or malicious.
  4. Passwords. Partner is responsible for all use of its account and maintaining the confidentiality of all passwords and information. Sharing of passwords and account numbers and information is at Partner’s own risk. Partner is responsible for the security of all Partner Data saved to the Portal.

CONFIDENTIALITY

Partner acknowledges that the Cylance Partner Portal contains proprietary and confidential information of Cylance, and Partner agrees to maintain the confidentiality of the Cylance Partner Portal and all information, data or materials contained therein. Partner agrees to not permit or allow any third party to use or access the Cylance Partner Portal and or its username(s) and password(s), which it further agrees to keep confidential and secure. Partner shall not use any proprietary or confidential information contained on the Cylance Partner Portal for any purpose other than to conduct Partner’s business with Cylance.

CONTENT

All data, content, information and materials that may be found at and which comprise the Portal, including, but not limited to, customer information, account information, user information, logins and passwords, images, illustrations, graphics, photographs, audio clips, video clips, text, artwork, software or HTML code (collectively “Content”) are protected by privacy, confidentiality, trademark, service mark, trade dress, copyright and/or other intellectual property rights or licenses held by Cylance, its affiliates or third parties who have licensed such materials and content to Cylance.

PARTNER PORTAL CONTENT

Cylance has taken reasonable efforts to ensure that the Content contained on the Portal is accurate. However, all content is provided “AS IS,” and Cylance does not warrant and makes no representation that content provided on the Portal is accurate, appropriate or applicable for use in locations outside of the United States.

Without limiting the foregoing, Cylance further disclaims and does not represent or warrant the following:

Liability or responsibility or damage as to the correctness, completeness, reliability or accuracy in the representation of each and every product, including but not limited to, features, availability and pricing.

Liability or responsibility for damage, theft, loss, injury or claim of liability of any kind based on or resulting from any information, data, materials or content contained on the Portal or as a result of unauthorized access to, damage to or interception of any data or communications sent to or from, scraped from or stored on the Portal.

Liability or responsibility to any person, firm or corporation for any loss, damage, injury, claim or liability of any kind or character based on or resulting from any information, data, materials or content contained on the Portal or the accidental release of such information, data, materials or content.

DISCLAIMER OF WARRANTIES AND EXCLUSIONS/LIMITATIONS OF LIABILITY

CYLANCE MAKES NO EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS THAT THE OPERATION OF THE PARTNER PORTAL WILL BE UNINTERRUPTED OR ERROR-FREE, AND THEREFORE, CYLANCE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS. THE PARTNER PORTAL IS FOR INFORMATIONAL PURPOSES ONLY AND CYLANCE INTENDS TO PROVIDE ACCURATE AND RELIABLE INFORMATION, HOWEVER ERRORS CAN OCCUR OCCASIONALLY. THEREFORE, THE INFORMATION, CONTENT AND SERVICES ON THE PARTNER PORTAL ARE PROVIDED ON AN "AS IS" BASIS. CYLANCE MAY CHANGE, RESTRICT ACCESS TO, SUSPEND OR DISCONTINUE THE PARTNER PORTAL OR ANY PART OF IT AT ANY TIME. WHEN YOU USE THE PARTNER PORTAL AND OR PARTICIPATE THEREIN, YOU UNDERSTAND AND AGREE THAT YOU PARTICIPATE AT YOUR OWN RISK. CYLANCE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER RELATING TO OR REFERENCED BY THIS PARTNER PORTAL, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE OR NEED, OR ACCURACY AND NONINFRINGEMENT.

TRADEMARKS AND INTELLECTUAL PROPERTY RIGHTS

Any trademarks, logos and service marks ("Marks") displayed on the Partner Portal are the property of Cylance or other third parties. You may not use these Marks without the prior written consent of Cylance or such third party which may own the Mark.

You hereby acknowledge all rights, titles and interests, including but not limited to, rights covered by the Intellectual Property Rights, in and to the Partner Portal, and that you will not acquire any right, title, or interest in or to the Partner Portal or any of its content.

At any given time, Cylance may have patents, patent applications, trademarks, copyrights or other intellectual property rights covering subject matter in this document. Unless expressly provided in any written license agreement from Cylance, the furnishing of this Partner Portal or documents contained on this Partner Portal do not give you any license to any patents, trademarks, copyrights or other intellectual property.

PRODUCT AND SERVICE AVAILABILITY

Not all products or services that Cylance provides will be available in your country. Please visit www.cylance.com or contact your local sales representative for more information regarding the availability of our products and services in your country.

SEVERABILITY OF TERMS

In the event that any provision of these Terms of Use is found invalid or unenforceable pursuant to any judicial decree or decision, such provision shall be deemed to apply only to the maximum extent permitted by law, and the remainder of these Terms of Use shall remain valid and enforceable according to its terms.

GOVERNING LAW; JURISDICTION; FORUM

This Agreement shall be governed by and construed in accordance with the substantive laws of the State of California, United States, without regard to conflicts of law rules or principles that would dictate a different governing law. Any dispute, controversy or difference which may arise between the parties out of, in relation to or in connection with this Agreement is hereby irrevocably submitted to the exclusive jurisdiction of the courts of Orange County, California, United States, to the exclusion of any other courts.

PRIVACY POLICY

Use of the Portal is also governed by the Cylance Privacy Policy at www.cylance.com which is incorporated into these Terms of Use by this reference. Our Privacy Policy informs you of the types of information we collect about you when you visit our website and use any of our software or services, including the reason we collect such information and how we safeguard it.

ENTIRE AGREEMENT

The Agreement describes and encompasses the entire agreement between us and you, and supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Partner Portal, the information, data, materials or content provided by or through the Partner Portal, and the subject matter of this Agreement.