Microsoft Trial Online
for Microsoft Defender
Advanced Threat Protection
Last Updated: March 2019
This Microsoft Trial Online Subscription agreement
is between the entity you represent, or, if you do not designate an entity in
connection with this Subscription, you individually (“you”, “your”) and
Microsoft Corporation (“Microsoft”, “we,” “us”, or “our”). It consists of
the terms and conditions below, as well as the Online Services Terms and the
SLAs for your Subscription (together the “agreement”). It is effective on the
date you accept it or which your Subscription is renewed, as applicable. Key
terms are defined in Section 20.
use of online services
1.1 Right to
use. We grant you the right to access and use the Online Services and to
install and use the Software included with your Subscription, as further
described in this agreement. Your right to use the Online Services and Software
is non-exclusive, non-perpetual, and non-transferable. Any references in the
Online Services Terms to running Licensed Software on a perpetual basis do not
apply. We reserve all other rights.
use. You may use the Online
Services and Software only in accordance with this agreement. If you are a
developer, you may use one instance of the Product to work with and test
integration with your service or solution, on up to ten (10) devices. You may
not reverse engineer, decompile, disassemble, or work around technical
limitations in the Product, except to the extent applicable law permits it
despite these limitations. You may not disable, tamper with, or otherwise
attempt to circumvent any billing mechanism that meters your use of the Online
Services. You may not rent, lease, lend,
resell, transfer, or host the Product, or any portion thereof, to or for third
parties except as expressly permitted in this agreement or the Online Services
Terms. You may not access or use the Online Services in any way that could harm
the Online Services or impair anyone else’s use of the Online Services or try
to gain unauthorized access to the Online Services, related data, account or
network by any means.
1.3 Customer Data.
You are solely responsible for the content of all
Customer Data. You will secure and maintain all rights in Customer Data
necessary for us to provide the Online Services to you without violating the
rights of any third party or otherwise obligating Microsoft to you or to any
third party. Microsoft does not and will not assume any obligations with
respect to Customer Data or to your use of the Product other than as expressly
set forth in this agreement or as required by applicable law.
1.4 Storage, access of
the Microsoft Defender Advanced Threat
Protection (ATP) data storage and privacy section in the Microsoft Defender ATP guide for more information on where and how we
store your Customer Data.
Software for use with the Online Services.
To enable optimal access to and use of certain Online
Services, you may install and use certain Software in connection with your use
of the Online Service as described in the Online Services Terms. We license
Software to you; we do not sell it. Proof of your Software license is
(1) this agreement and (2) any order confirmation. Your rights to
access Software on any device do not give you any right to implement Microsoft
patents or other Microsoft intellectual property in software or devices that
access that device.
as provided “as is”, “with all faults”, and “as-available”, and are excluded
from the SLAs and all limited warranties provided in this agreement. Previews
may not be covered by customer support. We may change or discontinue Previews
at any time without notice. We also may choose not to release a Preview into
may access or use the Online Services only if you:
(a) accept the terms and conditions of this
(b) created an Online Services subscription
according to Microsoft’s instructions; and
(c) created an Online Services ID and password
according to Microsoft’s instructions.
Online Services ID and password and any other credentials or tokens we provide
are the Online Services subscription credentials needed to access or use the Online
Services. You are responsible for maintaining the confidentiality of any
Services IDs or non-public authentication credentials associated with your use
of the Online Services. In addition, you are responsible for your passwords, if
any, and all activity with your Service accounts including that of users you
provision and dealings with third parties that take place through your account
or associated accounts. You must keep your accounts and passwords
confidential. You must promptly notify our customer support team about
any possible misuse of your accounts or authentication credentials or any
security incident related to the Online Service.
control access by End Users, and you are responsible for their use of the Online
Services or Software in accordance with this agreement. For example, you will
ensure End Users comply with the Acceptable Use Policy.
Service Levels; Security
have no obligation to provide any support services for the Online Services. The
Online Services may be periodically inaccessible for reasons including
maintenance updates, power outages, system failures, extended downtime and
other interruptions. During such periods, you may be unable to access or use
all or a portion of the Online Services and some or all of
your Customer Data may be deleted. If we determine that an outage or
interruption may cause risk to the Online Services, we may suspend the Online Services.
may apply security technologies and procedures to help protect against
unauthorized access or use of the Online Services. We do not guarantee the
success of such technologies and procedures. You are solely responsible for the
security, protection and backup of your Customer Data, and any other data,
software or services you use in connection with the Online Services.
Notices to You.
may provide you with information about the Online Services in electronic form. It
may be via email to the address you
provide when you sign up for the Online Services (as you may update via the
Portal), or through a web site that we identify. Notice via e-mail is
given as of the transmission date. Notices provided via posting on a
portal or community development center web site will be deemed given on the
date they are posted. As long as you use the Online
Services, you have the software and hardware needed to receive these notices. You
may not use the Online Services if you do not agree to receive these electronic
notices. In addition, various service communications may be sent via email to
account administrators you identify and my update via the Portal.
Notices to Microsoft.
will provide notices to us in the manner set forth in your program
documentation or the Services portal, as applicable.
5.1 Limited warranty.
online Services. We
warrant that the Online Services will meet the terms of the SLA during the
Term. Your only remedies for breach of this warranty are those in the SLA.
5.2 Limited warranty exclusions. This limited warranty is subject to
the following limitations:
(a) any implied warranties,
guarantees, or conditions not able to be disclaimed as a matter of law will
last one year from the start of the limited warranty;
(b) this limited warranty does
not cover problems caused by accident, abuse, or use of the Products in a
manner inconsistent with this agreement or our published documentation or
guidance, or resulting from events beyond our reasonable control:
(c) this limited warranty does not apply to
problems caused by a failure to meet minimum system requirements; and
(d) this limited warranty does
not apply to Previews.
5.3 Disclaimer. Other than this
warranty, we provide no warranties, whether express, implied, statutory, or
otherwise, including warranties of merchantability or fitness for a particular
purpose. These disclaimers will apply except to the extent applicable law does
not permit them.
6. DEFENSE OF CLAIMS
(a) We will defend you against claims made by an
unaffiliated third party that a Product infringes that third party’s patent,
copyright or trademark or makes unlawful us of its trade secret.
(b) You will defend us against any claims made by an unaffiliated
third party that (A) any Customer Data, Non-Microsoft Products, or services you
provide, directly or indirectly, in using a Product, infringes the third
party’s patent, copyright, or trademark or makes unlawful use of its trade
secrete; or (B) arises from violation of the Acceptable Use Policy.
obligations in Section 6.1(a). will not apply to a claim or award based on: (i) any Customer Data, Non-Microsoft Products, modifications
you make to the Product, or services or materials you provide or make available
as part of using the Product; (ii) your combination of the Product with, or
damages based upon the value of, Customer Data or a Non-Microsoft Product,
data, or business process; (iii) your use of a Microsoft trademark without our
express written consent, or your use of the Product after we notify you to stop
due to a third-party claim; (iv) your redistribution of the Product to, or use
for the benefit of, any unaffiliated third party; or (v) Products provided free
we reasonably believe that a claim under Section 6.1(a) may bar your use of the
Product, we will seek to: (i) obtain the right for
you to keep using it; or (ii) modify or replace it with a functional equivalent
and notify you to stop use of the prior version of the Product. If these
options are not commercially reasonable, we may terminate your rights to use
the Product and then refund any advance payments for unused Subscription
Each party must notify the other promptly of a claim under this Section 6.4.
The party seeking protection must (i) give the other
sole control over the defense and settlement of the claim; and (ii) give
reasonable help in defending the claim. The party providing the protection will
(1) reimburse the other for reasonable out-of-pocket expenses that it incurs in
giving that help and (2) pay the amount of any resulting adverse final judgment
or settlement. The parties' respective rights to defense and payment of
judgments (or settlement the other consents to) under this Section 6 are in
lieu of any common law or statutory indemnification rights or analogous rights,
and each party waives such common law or statutory rights.
Limitation of Liability
7.1 Limitation. For Products provided free
of charge, Microsoft’s liability is limited to direct damages up to $5.00 USD.
7.2 EXCLUSION. Neither party will be liable
for loss of revenue or indirect, special, incidental, consequential, punitive,
or exemplary damages, or damages for lost profits, revenues, business
interruption, or loss of business information, even if the party knew they were
possible or reasonably foreseeable.
7.3 Exceptions to limitations. The limits
of liability in this Section apply to the fullest extent permitted by
applicable law, but do not apply to: (A) the parties’ obligations under Section
6; or (B) violation of the other’s intellectual property rights.
Suspension of Service
We may suspend or cancel your use of and
access to all or any part of the Online Services at any time, for any reason at
our sole discretion.
Links to Third Party Sites
The Online Services may include links to third
party sites. We do not control such sites and we are not responsible for the
content of any linked site, any links contained in a linked site, or any
changes or updates to such sites. We are not responsible for webcasting or any
other form of transmission received from any linked site. We are providing
these links to you, if at all, only as a convenience, and the inclusion of any
link does not imply endorsement by us of the site.
Modifying the Terms; Additional Terms
10.1 Modifying the Terms.
We may modify this agreement at any time and will provide notice of any
modifications. The most current version of the agreement is available via the
“Settings” link provided on the Portal site for the Online Services. If you do
not agree to any modifications, you must immediately stop using the Online Services.
Your continued use of the Online Services constitutes acceptance of the
10.2 Additional Terms.
This agreement incorporates by reference any additional terms or conditions
applicable to particular aspects of the Online Services,
including without limitation the anti-spam policy.
11.1 Term. This
agreement will remain in effect until the expiration of your Subscription or trial
Termination. We may terminate your
use of the Online Services, your Subscription and your account immediately
without notice. or terminate this agreement at any time for any reason. Upon
cancellation, suspension or termination, your right to use the Products stops
immediately and you must stop using all Products and related data (including, for avoidance of
doubt, any information provided as part of a Microsoft or third party security
data feed). Microsoft may
assist you in migrating your Customer Data to a paid Subscription, at
Microsoft’s sole discretion. You are solely responsible for backing up
your Customer Data. You may stop using and accessing the Products at any
time without further obligation.
No Third Party Beneficiaries
There are no third-party beneficiaries to this
Failure to enforce any provision of this
agreement will not constitute a waiver.
applicable law and venue
The is agreement is governed by Washington law,
without regard to its conflict of laws principles, except if you are a U.S.
Government entity, this agreement is governed by the laws of the United States,
and (ii) if you are a state or local government entity in the United States,
this agreement is governed by the laws of that state. Any action to enforce
this agreement must be brought in the State of Washington. This choice of
jurisdiction does not prevent either party from seeking injunctive relief in
any appropriate jurisdiction with respect to a violation of intellectual property
This agreement is the entire agreement concerning
its subject matter and supersedes any prior or concurrent communications. In
the case of a conflict between documents in this agreement that is not
expressly resolved in those documents, their terms will control in the
following order of descending priority: (1) this Microsoft Online Subscription
Agreement, (2) the Online Services Terms, and (3) any other documents in this
We may assign this agreement, in whole or in
part, at any time without notice. You may not assign this agreement either
in whole or in part or transfer licenses without Microsoft’s consent.
17. Survival. The terms in Sections
4, 5, 6, 7 and 12-20 will survive termination or expiration of this agreement.
U.S. Export Jurisdiction
The Products are
subject to U.S. export jurisdiction. You must comply with all applicable laws
including the U.S. Export Administration Regulations, the International Traffic
in Arms Regulations, and end-user, end-use, and destination restrictions issued
by U.S. and other governments.
19. FORCE MAJEURE
Neither party will be liable for any failure in
performance due to causes beyond that party's reasonable control (such as fire,
explosion, power blackout, earthquake, flood, severe storms, strike, embargo,
labor disputes, acts of civil or military authority, war, terrorism (including
cyber terrorism), acts of God, acts or omissions of Internet traffic carriers,
actions or omissions of regulatory or governmental bodies (including the
passage of laws or regulations or other acts of government that impact the
delivery of Online Services)). This Section will not, however, apply to your
payment obligations under this agreement.
"Acceptable Use Policy" is set forth in the
Online Services Terms.
"End User" means any person you permit to
access Customer Data hosted in the Online Services or otherwise use the Online
Services, or any user of a Customer Solution.
"Online Services" means any of the
Microsoft-hosted services to which you subscribe under this agreement.
"Online Services Terms" means the terms that
apply to your use of the Products available at https://www.microsoft.com/en-us/Licensing/product-licensing/products.aspx.
The Online Services Terms include terms governing your use of Products that are
in addition to the terms in this agreement.
“Portal” means the Online Services’ respective web sites
that can be found at securitycenter.windows.com (for Government customers:
securitycenter.windows.us), or at an alternative website we identify.
"Previews" means preview, beta, or other
pre-release version or feature of the Online Services or Software offered by
Microsoft to obtain customer feedback.
"Product" means any Online Service (including
“SLA” means the commitments we make regarding delivery
and/or performance of an Online Service, as published at https://aka.ms/csla, or
at an alternative site that we identify.
"Software" means Microsoft software we provide
for installation on your device as part of your Subscription or to use with the
Online Service to enable certain functionality.
"Subscription" means an enrollment for Online
Services for a defined Term as specified on the Portal. You may sign up for or purchase
multiple Subscriptions, which may be administered separately, and which will be
governed by the terms of a separate Microsoft Online Subscription Agreement.
"Term" means the duration of a Subscription (e.g.,