Last updated: 22 September 2023
By accessing or utilizing the partner portal, You are consenting to the subsequent terms, which complement any existing agreement between You and Impossible Cloud GmbH ("Impossible Cloud" or "we"). Moreover, You are committing to transmit the terms (or a considerably comparable version) of the sections restrictions, disclaimer and restriction of liability to any end users for whom You establish a sub-account. There is no intention here to establish rights for any third-party beneficiaries, and You maintain full responsibility to Impossible Cloud for any such utilization of the partner portal by end users.
License
In accordance with these terms, Impossible Cloud hereby provides You with a limited, non-exclusive, non-transferable license to access and utilize the partner portal, except for the right to grant sublicenses unless required for Your internal business purposes and for and during the Term. You are permitted to authorize individual employees, contractors, or agents to access and use the partner portal on Your behalf and exclusively for Your own benefit. Impossible Cloud retains the right to modify, terminate, suspend, or discontinue any aspect of the partner portal, including the availability of its features, with or without prior notice. Your continued use of the partner portal following any such changes constitutes Your consent to be bound by any updated features of the partner portal (as well as any publicly posted amendments and updates to these Terms).
You commit to adhering to all notifications, instructions, and regulations published on the partner portal, and You will implement, at Your own expense, all necessary internet access and security measures required for its use.
Restrictions
You must adhere to all applicable laws and must not (nor allow any third party to): (i) disassemble, reverse engineer, decompile, or make any attempt to extract the source code of the partner portal; (ii) alter, adjust, create derivative works from, or translate it; (iii) replicate, install, or employ it on any of Your computer systems, servers, or networks; (iv) transfer, re-license, or sublicense Your usage of it; or (v) transfer, lease, lend, sell for profit, distribute, or otherwise confer any rights in it to any other party, including engaging in commercial time-sharing, renting, or service bureau usage. You are prohibited from using the partner portal on behalf of any third party or for any purpose other than the monitoring, collection, analysis, and utilization of Licensee Data for Your internal business objectives as well as for the allocation and subsequent usage of storage Your customers.
Registration
To view and access the partner portal, You must complete a user account setup process. In doing so, You commit to (a) furnishing authentic, precise, up-to-date, and comprehensive details about Yourself, and (b) consistently updating and keeping this information accurate, up-to-date, and comprehensive. If You provide any information that, or if Impossible Cloud has reasonable grounds to believe that the information You have provided, is false, incorrect, outdated, or incomplete, Impossible Cloud has the authority to suspend or terminate Your account and reject any present or future use of the partner portal. Impossible Cloud maintains the right to verify any information You submit.
As a registered user, You will receive login information to access the partner portal. You bear the responsibility of maintaining the confidentiality of any passwords and are fully accountable for all activities conducted using Your password or account. You must not permit others to use Your login information. If there is any breach in the security or confidentiality of Your login information, You are obligated to promptly inform Impossible Cloud and ensure that You log out of Your account after each session. You also commit to immediate reporting of any potential breaches of security to Impossible Cloud. Please be aware that Impossible Cloud retains the initial S3 API key set generated when You use it to create Impossible Cloud accounts. It is strongly recommended that You change the S3 API key set associated with Your Impossible Cloud account(s), which You can accomplish through the Impossible Cloud Management Console.
Allocation of storage
As a registered user of the partner portal with allocated capacity, i.e., a reserved capacity package (RCP), You have the flexibility to distribute Your available storage as You see fit, up to a reasonable extent. You can adjust Your allocation as needed, whether by increasing or reducing it as necessary. However, Impossible Cloud reserves the right to limit Your ability to decrease the allocated storage if such behavior exceeds what would commonly be considered fair usage.
Third-party content and links
Occasionally, the partner portal may include mentions or links to materials from third parties, including but not limited to external websites, over which Impossible Cloud has no control. Impossible Cloud offers these references and links for Your convenience and wants to clarify that they should not be interpreted as endorsements of these sites or any content, products, or information found on them. You acknowledge and agree that Impossible Cloud does not assume responsibility for any aspect of the information or content within third-party materials or on third-party sites that can be reached or accessed through the partner portal.
Proprietary Rights
You acknowledge and agree that, except for the limited rights explicitly granted to You in this agreement, all intellectual and proprietary rights in the partner portal, as well as the technology it embodies or reflects, including trade secrets, copyrights, patents, trademarks, trade names, and others, are and will always be the exclusive property of Impossible Cloud or its licensors/suppliers. All content on the partner portal (excluding Your data), such as images, logos, illustrations, graphics, audio clips, and text, represents valuable proprietary and intellectual property owned by Impossible Cloud or its licensors/suppliers. This content and information is safeguarded by various international and federal laws, regulations, and orders pertaining to intellectual property. You commit not to reproduce, distribute, display, modify, create derivatives of, copy, publish, sell, license, or alter any such content and information. Any effort to download, print, publish, or retain a substantial portion of content or information from the partner portal, distribute copies of such information or content, or exploit the information or content in any way is strictly prohibited under these Terms.
Unless expressly stipulated in a written license agreement from Impossible Cloud, the provision of the partner portal or any materials within it does not grant You any license to Impossible Cloud's or its licensors' patents, trademarks, copyrights, or other intellectual property.
Confidentiality
Within the partner portal, You may encounter non-public, confidential, and proprietary information ("Confidential Information") belonging to Impossible Cloud. This Confidential Information encompasses, among other things, the contents of agreements found here, as well as any business, financial, or technical data related to Impossible Cloud. It also extends to any further conversations You have with an Impossible Cloud representative that involve such information. You are obligated to handle Confidential Information in compliance with the terms outlined in the existing agreement between You and Impossible Cloud.
Indemnity
You consent to indemnify and absolve Impossible Cloud, its licensors, suppliers, and their respective directors, officers, employees, agents, and contractors from any and all damages, injuries, liabilities, expenses, costs, fines, penalties, and expenditures (including, though not limited to, legal and accounting fees) stemming from or in connection with Your breach of these Terms or the improper use of the partner portal by You, Your employees, contractors, representatives, or agents.
Disclaimer
Using the partner portal is at Your own discretion. You assume full responsibility for the partner portal’s quality and performance. Unless otherwise prohibited by applicable law, Impossible Cloud and its licensors/suppliers disavow all other warranties, representations, conditions, or guarantees, whether expressed, implied, statutory, or otherwise, whether conveyed orally or in writing, pertaining to the partner portal. This includes, but is not limited to, any implied warranties or conditions related to: (a) merchantability; (b) satisfactory or merchantable quality; (c) fitness for a specific purpose; (d) noninfringement; or (e) arising from the course of performance, course of dealing, or industry practices. It's important to note that certain jurisdictions may not permit the exclusion of specific warranties, so the aforementioned exclusions may not be applicable in those cases.
When You submit information through the partner portal, You hereby grant consent, on Your behalf and on behalf of its users, for the collection, utilization, and disclosure of that information in accordance with Impossible Cloud's Privacy Policy, which can be located at impossiblecloud.com/legals-privacy.
Term; Termination
These Terms will continue to be effective as long as there is an active Channel Partner contract or purchase order granting access to the partner portal. Upon the termination or expiration of any such contract or order, You are required to promptly cease using the portal (part a), and Impossible Cloud will revoke Your access to it (part b). Impossible Cloud is not obligated to preserve or furnish any of Your data following this, and, unless prohibited by law, will proceed to delete all of Your data from the partner portal. You can find additional information on the decommissioning process by reaching out to Impossible Cloud’s Support.
Restriction of Liability
If any aspect of the partner portal is found to be flawed, Your only available recourse is to discontinue its usage. Impossible Cloud bears no financial responsibility of any sort for any issues that may arise from Your utilization of the partner portal.
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