Terms and Conditions: Smarter Cameras for Safer Schools

U.S. PS EDUCATION – MV OFFER – AMERICAS TERMS AND CONDITIONS

INTRODUCTION

  1. Promotion Objective and Summary
    1. The U.S. PS Education – MV Offer – AMERICAS (the “Promotion”) is launched by Cisco Systems, Inc., parent company of Meraki LLC (“Cisco”).
    2. Purpose. The Promotion provides an additional discount to all Cisco-authorized and Meraki-authorized channel partners (individually referred to as “Partner”) to incentivize U.S. public sector education customers to purchase Meraki MV security cameras.
  2. Promotion Period
    1. The Promotion commences on May 7, 2018 and continues until October 27, 2018 (the “Term”), unless terminated sooner by Cisco. Cisco reserves the right to extend the Promotion as needed.
  3. Promotion Territory
    1. The Promotion is available in the United States only.

PROMOTION SCOPE AND ELIGIBILITY

  1. Eligibility Requirements
    1. Partner must (i) have a valid channel partner agreement in place with Cisco (the “Cisco Partner Agreement”) and (ii) have accepted the Meraki Channel Partner Terms and Conditions (available here: https://meraki.cisco.com/form/partner-application) (the “Meraki Partner Agreement”).  The Cisco Partner Agreement and the Meraki Partner Agreement are collectively referred to as the “Agreements”).
    2. This Promotion is subject to and governed by the terms and conditions of the Agreements, in addition to the terms and conditions of this Promotion.
  2. Promotional Products
    1. The eligible Meraki products for the Promotion are the following products:
      • LIC-MV-10YR
      • LIC-MV-1YR
      • LIC-MV-3YR
      • LIC-MV-5YR
      • LIC-MV-7YR
      • MA-MNT-MV-1
      • MA-MNT-MV-2
      • MA-MNT-MV-3
      • MV21-HW
      • MV71-HW
      • MV12N-HW
      • MV12WE-HW
      • MV12W-HW
      • (collectively, the “Eligible Products”).
  3. Promotional Deal Eligibility
    1. This Promotion is available only for Partner purchases of Eligible Products for resale to U.S. Public Sector Education customers,
  4. Promotional Discounts
    1. The Promotion provides Partners with a 60% discount off the Price List reflected in the Cisco Partner Agreement (the “Promotional Discount”) for Eligible Products.
    2. The Promotional Discount cannot be combined/stacked with any other promotions, discounts or credits offered by Cisco, except that the Promotional Discount will be additive to any OIP or TIP discount offered to Partner, resulting in a total discount of 65%.

REGISTRATION AND APPROVAL

  1. Registration. Partner must register the opportunity using the Cisco Commerce Workspace tool (“CCW”) and select the “MV Education Pricing” discount listed in the incentives section.
  2. Approval.
    1. Upon review and approval by Cisco, the opportunity will be listed as “Approved” in CCW. Once the opportunity is Approved, Partner is eligible to receive the Promotional Discount during the Term.
    2. If Partner has a customer opportunity that is in multiple Territories, deal registration is required in each Territory and the Partner must hold valid, relevant certifications and specializations in each Territory. Global deal registrations are not supported.
  • Partner must register the deal by October 27, 2018.

ORDERING

  1. Partners with direct purchase agreements from Cisco (“1 Tier Partners”) may choose to place their order directly with Cisco using CCW or through a Cisco Authorized Distributor.  Partners who do not have a direct purchase agreement with Cisco (“2 Tier Partners”) must purchase from a Cisco Authorized Distributor.

GENERAL TERMS AND CONDITIONS

  1. Choice of Law and Jurisdiction
    1. The Choice of Law and Jurisdiction provisions contained in the Cisco Partner Agreement shall apply to these Terms and Conditions and to the Promotion.
  2. Confidentiality
    1. Any information shared between Cisco and Partner related to the Promotion is Confidential Information as defined under the Cisco Partner Agreement.
  3. Breach of Confidentiality. If Partner breaches the confidentiality provisions contained in these Terms and Conditions or Partner’s Cisco Partner Agreement, Cisco may remove Partner from the Promotion and pursue other remedies, as appropriate.
  4. Audit
    1. Cisco may require an audit of Partner’s sales under the Promotion to ensure compliance with the intent of the Promotion.  Cisco reserves the right to refuse to apply the Promotion to any non-compliant sales.  Cisco may remove Partner from participation in the Promotion if Partner refuses an audit under this clause.
  5. Capitalized terms
    1. If a capitalized term is not defined in these Terms and Conditions, it shall have the meaning as ascribed to it in the Agreements, as applicable.  In the event of a conflict between the Agreements and these Terms and Conditions, these Terms and Conditions will control as it relates to the subject matter set forth herein.
  6. Personal Data
    1. Personal data will be processed only in accordance with Cisco’s Privacy Policy which can be found at: http://www.cisco.com/web/siteassets/legal/privacy.html.
  7. Acknowledgement
    1. 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 the Agreements or arrangements with Cisco or any subsidiary of Cisco, which shall remain in full force and effect.
      • Cisco reserves the right to modify or cancel the Promotion at its discretion without notice.
      • If Cisco determines that Partner has misused Promotional pricing in any manner, Cisco may, in addition to all of its other rights and remedies, all of which are reserved, (a) invoice Partner for the difference between such additional discount and Partner’s then-current standard resale discount; (b) audit Partner’s purchases pursuant to the audit provision set forth above, and invoice Partner for all reasonable costs incurred by Cisco in its performance of the audit; (c) suspend Partner’s access to price deviations and other Cisco sales and marketing programs; (d) suspend shipments to Partner; and/or (e) terminate the Agreements pursuant to the termination rights set forth therein.
      • In addition to any of its other remedies, Cisco reserves the right to terminate Partner from participation in the Promotion for the following reasons: (i) submission of false, misleading, or incomplete program information, including claims for sales made under the Promotion; (ii) other fraud or abuse of this or other Cisco marketing or sales promotions or programs; (iii) the distribution of Meraki products purchased from any source other than Cisco or a Cisco Authorized Distributor; and (iv) the sale of Meraki products to anyone other than a S. public sector education customer, and/or any attempts to use these benefits against any other role that the Partner may play in the ecosystem (i.e., using the Promotional Discount for a resale transaction where Partner is not providing outsourcing services).
      • Partner is free to determine its minimum resale prices unilaterally. The Promotion is not a commitment or a guarantee that Partner will increase margins and profitability.
      • Partner is responsible for understanding and complying with all federal, state, and local government rules regarding acceptance of credits or incentives.
      • If, at any time, Cisco receives information that would otherwise make the opportunity or Partner ineligible for the Promotion, then Cisco reserves the right to reject or revoke Partner‘s promotional registration or remove Partner’s access to the Promotion.