Terms and Conditions NetApp North America Commercial Flash SPIF
The following terms and conditions, together with all documents referred to herein, (the "Terms and Conditions") shall apply to the NetApp North America Commercial Flash SPIF (NetApp Flash SPIF).
By clicking I agree to the NetApp North America Commercial Flash SPIF Terms and Conditions(‘Terms and Conditions’)electronically' You acknowledge and agree that (i) all electronic messages and documents filed or exchanged arising out of or in connection with the NetApp Flash SPIF through the NetApp Flash SPIF website and/or NetApp IT system shall be considered as writings in an electronic form that are admissible as evidence; (ii) You shall be deemed to be a Participant; (iii) You have the permission of your employer to participate in the NetApp Flash SPIFand (iii) You agree to be bound by these Terms and Conditions, as well as the NetApp Flash SPIF program guide and the FAQ’s of the NetApp Flash SPIF.
In order for You to qualify for the Incentive, NetApp requires the following:
For the purpose of these Terms and Conditions, NetApp Flash SPIF program details and FAQ’s are the following definitions:
"Eligible Participants" means either (a) sales representatives orsales engineers (i) who are employees of any NetApp Partner who havemet the Program criteria to participate in the Program and (ii) are permitted to participate in this Program by the said NetApp Partner;
“Incentive” means the cash reward that Participants can earn.
“NetApp” means NetApp Inc.
“NetApp Partner”means an entity that participates in the Unified Partner Programof NetApp, has a Star Platinum or Gold level statusand meets the credit and partner compliance criteria.
"Participants" means Eligible Participants who have successfully completed the Program registration process and agreed to be bound by these Terms and Conditions.
"Parties" shall refer to You and NetApp, and the term "Party" shall refer to either You or NetApp, as the context requires.
"Program" means the NetApp North America Commercial Flash SPIF which is governed by these Terms and Conditions and the corresponding Program guide and FAQ’s which will be made available upon Your participation in this Program.
"Program Administrator" means the third party service provider engaged by NetApp to administer the Program, the scope of which shall include without limitation, handling registrations, validating Incentives earned, and processing payments of the incentives.
"Program Period" means the period from 11January 2016 through 29 April 2016.
"Program Website" means the NetApp Flash SPIF portal at www.XTRM.com/NetApp
"You" or "Your" shall mean you, being the Participant.
These Terms and Conditions, as well as Program guide and FAQ’s apply to all NetApp Partners and Participants who participate in the NetApp Flash SPIF.
The NetApp North America Commercial Flash SPIF is only applicable to NetApp Partners and Participants located in the USA and Canada.
NetApp reserves the right to cancel or modify this Program as determined by NetApp in its sole discretion. Any modification of these Terms and Conditions shall be communicated to the Participants by regular mail or e-mail.
You must have an approved deal registration for each deal in accordance with the Opportunity Registration Program and booked during the Program Period.
Only deals whereby one of the following AFF8080 system or EF560 system is sold will qualify for the Incentive
Only deals with commercial US customers will qualify for the Incentive. US Public Sector deals do not qualify.
Only the first 6 systems sold to one customer – irrespective the type of system – will qualify for receiving an incentive
You agree to be contacted by NetApp via phone, e-mail, or standard mail at any time during this Promotion. This will happen on an exception basis.
NetApp reserves the right, at its sole discretion to suspend, reject, change, or adjust (upwards or downwards) the Incentive issued to You if (i) You are acting in bad faith, or in breach of any of these Terms and Conditions and/or Program guide; or (ii) You are no longer an Eligible Participant;
Such decision by NetApp shall be final and binding and Participant shall not have any recourse against NetApp arising out of or in connection with any such decision.
Incentives earned are personal to You and non-transferrable. You are not allowed, whether in part or in whole, to (i) arrange for delivery or transfer or sell any such Incentive to any third party, or (ii) request foranother Incentive.
Termination and Withdrawal
You may withdraw from the Program at any time by making a request through Channel@netapp.com
Upon Yourwithdrawal from the Program, or if You cease to be an Eligible Participant, or termination of the participation in the Program by NetApp, the account and access rights to the Program Website will be terminated immediately, and the incentive accrued will be forfeited without notice and without any liability to You.
Compliance with the law
You are responsible for compliance with any and all laws, rules, regulations, employment, contractual limitations, and your employer’s policies regarding you eligibility to participate and/or receive reward(s) in this Program. If Your participation is in violation of Your employer’s policies, You may be disqualified from this Promotion and/or from receiving rewards. NetApp disclaims any and all liability or responsibility for disputes in law, or arising between You and Your employer related to this matter.
NetApp reserves the right to disqualify You and cancel (without any liability to You and/or NetApp Partner)all associated rewards if NetApp determines at its sole discretion that the Your participation in the Program, or receipt of a reward, is in violation of the Terms and Conditions and/or Program guide, or if NetApp Partner or You is ruled to be ineligible.
Likewise, if NetApp suspects fraud or other unlawful conduct in implementing the Program NetApp reserves the right to disqualify and cancel (without any liability to You and/or NetApp Partner) all associated rewards of You.
Personal Data and Privacy
You acknowledge that NetApp engages a Program Administrator to operate this Program and Program Administrator may access data that You communicate to NetApp. NetApp acknowledges and agrees that the data, including nominative data, which You communicate to NetApp in connection with this Program, may not be freely used by NetApp or transferred to third parties unless required to comply with relevant laws, to fulfill its obligations under the Program, or if prior written consent is obtained from the You through a Data Privacy Model Contract/Transfer Agreement. In such cases, NetApp agrees that any data NetApp transmits outside the country of origination, including to countries that do not guarantee the protection of nominative data in a manner identical to that applicable in your home country, will be protected in accordance with applicable data protection requirements. You represent that you have obtained or that you shall obtain all consents or authorizations necessary by virtue of applicable law to communicate the data to NetApp.
You acknowledge that:
NetApp's policy is to conduct its business activities in compliance with applicable anti-bribery and anti-corruption laws, including the U.S. Foreign Corrupt Practices Act globally and other applicable anti-bribery and anti-corruption laws in countries where NetApp conducts business such as the United Kingdom's UK Bribery Act.
NetApp employees or third parties shall not make, give, pay, offer, promise, authorize, or accept directly or indirectly, including through a third party, a bribe, a kickback, or anything of value in exchange for obtaining (or retaining) business or an improper advantage. NetApp is committed to winning business based on the merits of its products and not on unethical or illegal business practices. While most of this policy focuses on avoiding improper payments to Non-U.S. Government Officials, this policy also restricts improper payments in the course of commercial, nonpublic-sector-related business.
NetApp and its employees can be held criminally liable for payments to third parties, and other representatives and consultants (including channel partners, suppliers, and vendors), if such payments are made with awareness of a high probability or belief that all or part of the payments will be used by the third party or other representatives and consultants, in whole or in part, to make an improper payment to a Non-U.S. Government Official, a U.S. Government Official, or a private person.
While public sector bribery (that is, involving government officials or employees of state-owned enterprises) is a significant area of compliance concern, bribery of private customers is forbidden in many countries and jurisdictions and is also inconsistent with NetApp's policies and values.
With respect to the public sector, nothing of value (including but not limited to gifts, entertainment, travel) should be offered or provided to Non-U.S. Government Officials (including those employed at any level by state-owned enterprises and corporations), without prior approval from NetApp's Integrity & Compliance Office; please use the following e-mail to submit your request: email@example.com
You therefore agree to comply with all applicable state and country laws relating to anti-corruption or anti-bribery, including but not limited to the requirements of the U.S. Foreign Corrupt Practices Act, as amended, the U.K. Bribery Act and legislation implementing the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions. You also agree that no gift or entertainment (including without limitations, the Benefits or anything that can be derived from the Benefits) should be offered or provided to third parties such as actual or prospective customers or others, related to any transaction involving NetApp, in order to encourage a person to perform his or her functions improperly or to reward the person for having done so.
For purpose of this Section, the term ‘Non-U.S. Government Officials includes:
Any officer or employee of any national, regional, local, or other governmental entity, including elected officials, political appointees, and civil servants;
• Any private person acting in an official capacity for or on behalf of any governmental entity (such as a consultant retained by a government agency);
• Officers and employees of companies in which the state has a majority ownership interest or over which the state exercises control;
• Candidates for political office at any level;
• Political parties and their officials;
• Officers, employees, or official representatives of public international organizations, such as the World Bank, United Nations, International Monetary Fund, and so on; and
• In many countries, entities that would typically be privately owned in the U.S. may be owned or controlled by the local government. Where an entity is majority owned or controlled by the local government, you should assume that its employees will be considered to be Non-U.S. Government Officials. Accordingly, all the restrictions that apply to offering or providing anything of value to a Non-U.S. Government Official will also apply to an employee of a Non-U.S. state-owned or controlled company.
Representations and warranties
You represent and warrant that:
the information provided for purpose of participating in this Program is current, complete and accurate;
You have a valid employment contract with a NetApp Partner at all material times during the period you participate in this Program and that your employer has consented to your participation in this Program;
the claim for Incentives under this Program shall only include transactions that are concluded with (i) commercial entities, (ii) non-public-sector entities, or (iii) non-government related, controlled, funded or invested entities, and which shall, for the avoidance, EXCLUDE transactions that are concluded with government or quasi government bodies, healthcare organizations, education institutions, broadcasting bodies, telecommunications operators or service providers, utility entities, state-owned banks and state-owned entities;
Youshall be solely responsible for tax reporting obligations arising out of and/or in connection with your participation in this Program, which shall include, without limitation, the reporting of all rewardsyou received with the relevant tax regulators or authorities and your employer; andyou will indemnify NetApp for any taxes whether direct or indirect or otherwise that NetApp becomes liable for as a result of You being provided Incentives pursuant to this Program.
Your participation in this Program is not prohibited by any applicable law or any company policy stipulated by Your employer or Your company, as the case may be.
Copyright © 2010 NetApp Systems, Inc. All rights reserved. NetApp, NetApp Systems, and the NetApp Systems logo, are registered trademarks or trademarks of NetApp Systems, Inc. and/or its affiliates in the U.S. and certain other countries. All other trademarks mentioned in this document or Web site are the property of their respective owners. The use of the word ‘partner’ or ‘channel partner’ does not imply a partnership relationship between NetApp and any other company.
You agree and undertake to indemnify and hold harmless NetApp, including its affiliates, directors, officers, partners, employees, consultants, agents etc., against any loss, damage, claims, costs and expenses including but not limited to legal fees and other charges which may be incurred or suffered by NetApp due to (a) Your breach of any of these Terms and Conditions, any terms and conditions contained in the program guide for the Program and/or terms and conditions that are specific to the Program; and/or (b) Your infringement or violation of third party rights arising out of and/or in connection with your participation in the Program.
Limitation of Liability
To the fullest extent permissible by applicable laws and in the absence of NetApp's gross negligence or deliberate misconduct, NetApp hereby expressly exclude any liability for any direct, indirect, incidental, consequential or special damages of any kind or for loss or corruption of data, or loss of revenue or financial loss, whether or not foreseeable, arising out of and/or in connection with these Terms and Conditions; or
any claim relating to any part or parts of the Program, Program Website (together with the content therein) and/or Incentives provided or made available by or through NetApp and/or the Program Administrator (or any failure or delay to so supply, provide or make available); or
any postal delays, technical problems or technical malfunctions arising in connection with the administration and/or operation of the Program including, but not limited to: hardware or software errors, faulty connectivity of any kind (electronic, wireless, or other), errors or limitations of any third party services providers (ISPs, web or server hosts, etc.), failure of electronic transmissions, any kind of inaccessibility to the Program Website or to any account used in connection with the Program, unauthorized intervention of the operation of the Program or Program Website or, transmission or loss of data; or
any disruption or suspension of the Program and/or Program Website or any part thereof;
The Laws of the State of California will apply to these terms and conditions.If any provision of these terms is found to be illegal, invalid or unenforceable under any applicable law, such provision shall, insofar as it is severable from the remaining terms, be deemed omitted from these terms and shall in no way affect the legality, validity or enforceability of the remaining terms.