Please read the Trial Online Service Terms for Microsoft Defender Advanced Threat Protection; when you accept these, we can finish up your registration.

Microsoft Trial Online Subscription Terms

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. 

 

1.          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. 

1.2         Acceptable 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 Customer Data.

Review 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.

1.5         Additional 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.

1.6         Preview releases.

Previews 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 general availability.

2.            Your Account

2.1          Account setup. 

You may access or use the Online Services only if you:

(a)         accept the terms and conditions of this agreement;

(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.

Your 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. 

2.2          End users.  

You 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.

3.            Service Levels; Security

3.1          Service levels. 

We 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. 

3.2          Security. 

We 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.

4.            Notices

4.1          Notices to You. 

We 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.

4.2          Notices to Microsoft.

You will provide notices to us in the manner set forth in your program documentation or the Services portal, as applicable.

5.           Warranties

              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

6.1         Defense.

(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.

6.2         Limitations. Our 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 of charge.

6.3         Remedies. If 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 rights.

6.4         Obligations. 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.

7.          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.

8.          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.

9.          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.    

10.          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 modified agreement.

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.         Term; Termination

11.1       Term.  This agreement will remain in effect until the expiration of your Subscription or trial period.

11.2       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.

12.          No Third Party Beneficiaries  

There are no third-party beneficiaries to this agreement.

13.          Waiver 

Failure to enforce any provision of this agreement will not constitute a waiver.

14.          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 rights.

15.          entire Agreement

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 agreement.    

16.          Assignment

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.

18.          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.

20.         DEFINITIONS

"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 any Software).

“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., 90 days).

 

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