‘Meraki 5YR Switch Licensing Promo’ Terms and Conditions – Partners Ordering through Meraki Legacy System US/LATAM/CA

Terms and Conditions updated as of 02/18/2016.
Meraki Switch Program Terms and Conditions –
Partners Ordering through Meraki Legacy System in the United States, Latin America and Canada

Promotion Name: Set Sail with Meraki Switching – US, Latin America and Canada
Start Date: February 8, 2016
End Date: July 30, 2016

  1. Purpose. The purpose of the Meraki Switch Program (the “Promotion”) enables eligible partners (each a “Partner”) to purchase discounted 5-year Meraki switch licenses (the “Eligible Product”) directly from Meraki or through a Meraki authorized distributor and resell them to eligible end customers as set forth in Section 4 below.
  2. Partner Eligibility. All current Cisco-authorized and Meraki-authorized channel partners are eligible to participate in the Promotion.
  3. Promotional Discount. Purchases of Eligible Products by eligible Partners will receive a up to 70% promotional discount off the then-current US list price of the Eligible Product (the “Promotion Discount”). For orders placed through a Cisco authorized distributor, distribution margins may apply and the final Promotion Discount will be subject to pricing terms agreed upon between Partner and the applicable distributor.
  4. Eligible Products. The Promotion Discount is available only on orders placed by Partner for the purchase of the Eligible Product for resale to an end customer account that has never purchased Meraki switches through any channel before (in Meraki’s reasonable discretion.) The sale of Meraki products is subject to product certification and export compliance in the Territories (as defined in Section 6 below). The existence of this Promotion does not guarantee availability of the hardware associated with the Eligible Product in the Territories.
  5. Term. This Promotion will run from February 8, 2016 until July 30, 2016. Meraki reserves the right to extend the Promotion as needed.
  6. Territory. This Promotion is available in the United States, Canada and Latin America (collectively, the “Territories”).
  7. Additional Discounts. The Promotion Discount may not be stacked with other promotions, discounts, or credits offered by Meraki, except that the Promotion Discount will be additive to any OIP discount offered to a Partner. The Promotion Discount may be combined with other promotions or discounts applied to Meraki products other than the Eligible Product in a single order.
  8. End Customers. Participating Partners will inform their respective customers of these terms and conditions governing the Promotion prior to the time of sale of the Eligible Product and direct such customers to the following site for additional information: [https://meraki.cisco.com/blog/meraki-5yr-switch-licensing-promo-terms-and-conditions-customers/].
  9. Audit. Meraki may require an audit of Partner’s sales under this Promotion to ensure compliance with the intent of the Promotion. Meraki reserves the right to refuse to apply this Promotion to any non-compliant purchases. Meraki may remove Partner from participation in this Promotion if Partner refuses an audit under this clause.
  10. Changes. Meraki reserves the right to terminate, suspend, modify, revoke or cancel this Promotion at its discretion without notice to Partner.
  11. Remedies. In addition to any of its other remedies, Meraki reserves the right to terminate a Partner from participation in this Promotion for the following reasons: (a) submission of false, misleading, or incomplete information; and/or (b) other fraud or abuse of this or other Meraki marketing or sales promotions.
  12. General
    1. This document (the “Terms and Conditions”) sets forth the terms and conditions for Partner’s participation in the Promotion. Meraki will act reasonably in communicating with participants through email and the website in the event of any Promotion changes. Except as otherwise set forth herein, defined terms shall have the meaning afforded in Partner’s resale agreement with Meraki (the “Resale Agreement”), which remains in full force and effect.
    2. Meraki reserves the right to disqualify a Partner from future participation in the Promotion if the Partner violates any of the provisions of these Terms and Conditions.
    3. If any Eligible Products which are supplied to Partner under the Promotion are found to have been sold by Partner in violation of these Terms and Conditions, then Meraki may, in addition to all of its other rights and remedies, undertake one or more of the following actions: invoice Partner for the list price of the applicable Eligible Products; audit Partner’s purchases and invoice Partner for all reasonable costs incurred by Meraki in the performance of the audit; suspend Partner’s access to price deviations and other Meraki sales and marketing programs; suspend shipments to Partner; and terminate Partner’s Resale Agreement with Meraki.
    4. Partner certifies that it will comply with all laws, licenses, permits, and regulations, including, without limitation, any anti-bribery, conflict of interest, or procurement laws or regulations of any government or other competent authority where the Eligible Products are used (collectively “Applicable Laws”). PARTNER WILL INDEMNIFY AND HOLD MERAKI HARMLESS FOR ANY VIOLATION BY PARTNER OF ANY APPLICABLE LAWS.
    5. Partner agrees to bear responsibility for the payment of any and all taxes (including any increased individual income or other tax or national insurance liabilities), duty, customs, national insurance and/or licenses and/or other fees or costs that may apply to Partner in connection with the receipt of Eligible Products under the Promotion. Partner acknowledges and agrees that Meraki may be obliged under applicable local laws to report to Partner’s local tax authorities or customs authorities (or analogous authority) information relating to Partner’s participation in the Promotion. Liability to such taxation or social charges is the sole responsibility of Partner, and Meraki gives no warranty and accepts no responsibility as to the taxation treatment of the Promotion.
    6. Confidentiality. Any information shared between Meraki and its Partner(s) related to the Promotion is Confidential Information as defined under the Resale Agreement.
  13. Acknowledgement. By participating in the Promotion, Partner acknowledges that it has read and understood the Promotion’s Terms and Conditions above and that Partner agrees to such Terms and Conditions. Participation in the Promotion does not modify or waive Partner’s obligations under any other Meraki agreements or arrangements, which shall in all instances, remain in full force and effect.