F-Secure Partner Portal Terms

THE FOLLOWING LEGAL TERMS (”TERMS”) GOVERN YOUR REGISTRATION, RIGHT TO USE AND ACCESS TO F-SEECURE PARTNER PORTAL (“PORTAL”) PROVIDED BY F-SECURE CORPORATION (“F-SECURE”, “WE”, “OUR”). BY SUBMITTING YOUR REGISTRATION REQUEST YOU (BOTH AS AN INDIVIDUAL AND AS AN AUTHORIZED REPRESENTATIVE ON BEHALF OF THE LEGAL ENTITY YOU ARE EMPLOYED BY) 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 for marketing, sales and distribution of F-Secure products and services in accordance to these Terms. Based on Your level and type of partnership with F-Secure, F-Secure may extend or limit the scope of Your access rights in the Portal.

You further agree not to use Portal i) against these Terms or specific instructions elsewhere in the Portal, or ii) in a manner which may infringe upon the rights or interests of F-Secure. You also agree not to fraudulently use or plagiarize any of the contents of the Portal.

F-Secure retain the right to immediately revoke any and all of Your access rights in case 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 are automatically terminated from the system and You have to request credentials again.

Access Rights as an Employee / Officer of F-Secure Partner

All granted credentials are personal and linked to Your current employer. Person who is entitled to get the access to Portal must work in a company who is entitled to sell F-Secure business products. If You decide to stop selling F-Secure You must inform F-Secure at once to be able to terminate the access to Portal.

If you (acting as an individual) leave your employer you must immediately inform F-Secure to cancel your access to partner 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 F-Secure 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.

AREA SPECIFIC TERMS

Terms Relating to OFFER CALCULATOR –Area

The OFFER –tab in this area of Portal is only provided for Your convenience and ease of creating offers on F-Secure products to Your end users and/or resellers, as applicable. Price calculations created via OFFER –tab are non-binding and do not constitute any manner of official order of F-Secure products. If you are unable to view or use the ORDER –functionality in this area, you must resort to other means of submitting the order on F-Secure products to F-Secure and/or its authorized distributor as agreed between You and F-Secure or its authorized distributor.Where you are able to view and make use ORDER –tab, You may use it to submit offers. Any orders submitted through this feature are sent to F-Secure order administration, where:

i) if You are an authorized F-Secure distributor or a reseller having direct resale agreement with F-Secure; F-Secure or its subsidiary, with whom You have the valid distribution/resale agreement will respond to the order; or

ii) if You are not an authorized F-Secure distributor or a reseller having direct resale agreement with F-Secure; F-Secure will re-direct Your order to Your designated distributor in Your Territory. In such case, You are responsible for having necessary agreements in place with such distributor for sales and distribution of F-Secure products.

Any orders submitted through the Portal are binding on You.

For scenario i) above; orders submitted through the portal are not binding to F-Secure or its subsidiary. F-Secure (or its subsidiary) is free to accept or reject the order in accordance to the Terms and Conditions of Sale, as you have agreed with F-Secure (or its subsidiary).

ANY LICENSE PURCHASE DONE THROUGH THE PORTAL IS GOVERNED BY F-SECURE RESELLER PRICING, LICENSING POLICIES, TERMS AND CONDITIONS AS AGREED BETWEEN YOU AS A RESELLER AND F-SECURE CORPORATION OR ITS SUBSIDIARY AND YOU MUST HAVE A VALID F-SECURE PARTNER AGREEMENT WITH F-SECURE (OR ITS SUBSIDIARY) FOR ANY ORDER ACCEPTANCE AND PRODUCT DELIVERY TO OCCUR.

For scenario ii) above; orders submitted through the portal are not binding to said designated distributor, unless otherwise agreed with such distributor or confirmed by the distributor in accordance to applicable agreement.

All end user prices and retail prices in the Offer Calculator are only recommended prices. F-Secure reserve the right to modify prices at any time.

Official and binding Purchase prices (devoid of any discounts or other pricing arrangements agreed in mutual commercial agreement) between F-Secure and You are set out in F-Secure Corporation Pricelist which is available in the Portal or can be requested from F-Secure sales.

F-Secure do not give information on Your offer data to any third party.

Terms Relating to PARTNER DOWNLOADS -Area

Please note, that to be able to sell F-Secure products you must have a valid agreement with an authorized distributor of F-Secure or directly with F-Secure.

You may use and distribute the F-Secure products and associated keycodes in the PARTNER DOWNLOAD area for purposes of i) piloting, ii) beta-testing, iii) product presentation, and/or iv) support provisioning. Such use or distribution must always be limited only what is customary and reasonable for the above purposes. Distribution of products pursuant to fee may only be made subsequent to approved purchase order and always in accordance to the terms and conditions of 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 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 to the products.

As a company established in Finland, F-Secure complies with all sanction decisions imposed by government of Finland, the Security Council of UN and those imposed by the EU. The export of dual products under the Wassenaar Arrangement is restricted to countries under UN or EU arms embargos. According to current F-Secure policy we do not export our products to US embargo countries either. Consequently certain or any of F-Secure products may not be available to certain countries / groups and you further agree to comply with the local regulations regarding exporting and/or using cryptographic. In all cases, F-Secure will not be liable for any illegal export of its Services or any part thereof by You or your reseller.

Terms Relating to PROMOTIONAL MATERIALS -Area

The promotional materials are provided for You for the dedicated purpose for promotion of sales and marketing of F-Secure products. All promotional materials are owned by F-Secure and/or its licensors and may only be used within the limits of authorized usage scope stipulated in connection of each material. You agree to refrain from any other use the promotional materials than expressly stated above.

Trademark license: You are granted a non-exclusive, time-limited and terminable right to use F-Secure trademarks and trade names. Such license is granted for the sole purpose of Your sales and marketing of F-Secure products in accordance to rights granted to You. Any use of F-Secure trademarks is always subject to then current F-Secure brand guideline 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 promotional material made available for You in the Portal. Such material may only be used for the sole purpose of Your sales and marketing of F-Secure products in accordance to 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 commercial agreement with F-Secure or for the duration that You are an authorized F-Secure reseller with access to this Portal. However, F-Secure retain the right to terminate such usage rights unilaterally at any time. Upon any such termination or upon written notice by F-Secure notifying you to stop usage and/or distribution any of the promotional materials, You agree to cease usage of any of the trademarks of F-Secure or other material made available to You via this Area.

GENERAL TERMS

Availability

At times, all or part of the Portal may be temporarily unavailable / nonoperational for the purpose of repairs, upgrading, maintenance or for reasons beyond F-Secure’s reasonable control (force majeure). In such cases we seek to return the Portal operational as rapidly as reasonably possible, depending on the technical constraints encountered. F-Secure shall not be held liable for the consequences of such interruptions.

Confidential Data

The Portal contains detailed information on F-Secure products as well as information on future F-Secure product releases as well as information F-Secure’s distribution partners and contact information, pricing information and other valuable information that is deemed to be of confidential or trade secret nature.

You may not disclose or disseminate to the third partiers 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 F-Secure products and services.

Personal Data

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.

F-Secure shall retain the registration data private and process it in accordance to its then current privacy policies and applicable laws. You consent that F-Secure may use the registration data for communication with You (e.g. sending informational or marketing messages) and that F-Secure may use and share such data with its subsidiary companies some of which are located outside EEA. Any personal data stored in the Portal is used in accordance to F-Secure privacy policy.

In the event data submitted by You includes customer contact information or other personal data of the customer; You warrant that You have necessary authorizations and/or consents required to provide such data to F-Secure for F-Secure to make use of it in its sales and marketing of its products and in its business.

When visiting our Portal, we collect session data about You in non-personally identifiable format to further develop the Portal and its usage. Please see F-Secure privacy policy for details.

PLEASE NOTE THAT THE F-SECURE LEGAL TERMS RELATING TO OUR WEBSITES AND LOCATED AT THE BOTTOM OF EACH PORTAL PAGE THROUGH LINK “LEGAL TERMS AND PRIVACY” UNDER THE HEADING “LEGAL TERMS” SHALL ALSO APPLY TO PORTAL AND ARE INCORPORATED BY THIS REFERENCE.

Ownership

Title, ownership rights, and intellectual property rights in the Portal and to its contents shall remain those of F-Secure 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 of 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 F-Secure or any third party and you do not receive any rights to use any documentation, software or other materials made available by F-Secure. All patents, copyrights, trademarks, trade secrets and other proprietary rights pertaining to the Portal and/or F-Secure Products shall be and remain the property of F-Secure and/or third parties from whom F-Secure 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 to 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. 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 F-Secure products or documentation that comes to Your attention.

You shall not register any trademark of F-Secure in Your own name or register or use any mark or name confusingly similar to any trademark used by F-Secure 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 it would be correct, complete or up to date. The Portal and its contents are provided "as is", without warranty of any kind. F-Secure, 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 F-Secure’s control and that F-Secure 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 F-SECURE 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 F-SECURE BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND.

F-Secure Subsidiaries

Note that the majority owned subsidiaries of F-Secure Corporation are not deemed as third parties for the purposes of these Terms, but entitled to same rights and protections than those provided to F-Secure in these Terms, where such subsidiaries would obtain rights or undertake activities pursuant to these Terms.

General Pledge

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 Portal, these Terms and relevant policies (including those referred herein) from time to time. We notify 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.

General

F-Secure may discontinue, modify or terminate any of user accounts to Portal at its sole discretion. Upon termination of 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, 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 is deemed invalid, void, or for any reason unenforceable, such portion of the condition 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 Finland without regard to conflict of laws rules and principles. You consent that all disputes arising in connection with this Agreement shall be finally settled under the Rules of Arbitration of the Finnish Central Chamber of Commerce by one arbitrator appointed in accordance with the said rules. The place of arbitration shall be Helsinki, Finland. The language of the arbitration proceedings shall be English, except where both parties are Finnish, in which case the arbitration will be in Finnish language.

Copyright: F-Secure Corporation, September 2010