Portal Terms of Use

These Akamai Portal Terms of Use (these "Portal Terms of Use") set forth the terms and conditions applicable to the Akamai Luna Control Center (the "Akamai Luna Control Center"), Aura Operator Portal (the "Aura Operator Portal") and NetAlliance Partner Portal ("NAP Partner Portal") websites and any other websites or applications made available by Akamai Technologies, Inc. and/or its Affiliates ("Akamai") from time to time (collectively, the "Akamai Portal Sites") through which Akamai makes available certain Akamai Portal Services (as defined below).

Akamai Portal Terms of Use

1. Scope

These Akamai Portal Terms of Use (these “Portal Terms of Use”) set forth the terms and conditions applicable to the Akamai Luna Control Center (the “Akamai Luna Control Center”), Aura Operator Portal (the “Aura Operator Portal”) and NetAlliance Partner Portal (“NAP Partner Portal”) websites and any other websites or applications made available by Akamai Technologies, Inc. and/or its Affiliates (“Akamai”) from time to time (collectively, the “Akamai Portal Sites”) through which Akamai makes available certain Akamai Portal Services (as defined below). The Akamai Portal Sites provide a repository where certain Akamai Portal Customers (as defined below) may obtain information about and access to certain products, services and software (“Akamai Services”) made available by Akamai through the applicable Akamai Portal Sites from time to time (collectively, “Akamai Portal Services”) to an applicable category of Akamai Portal Customer. “Akamai Portal Customers” means (a) Akamai’s direct customers with which Akamai is a party to a customer agreement (“Akamai Customers”), (b) Akamai business partners with which Akamai is party to an Akamai Accelerated Partner Program Agreement or other network agreement for provision by an operator of network services to Akamai (“Akamai Network Partners”), (c) Akamai channel partners (“Akamai Channel Partners”) with which Akamai is party to a Network Accelerated Partner Program Agreement or other reseller or channel partner agreement and (d) the authorized customers of Akamai Channel Partners (“Clients”) . Such Akamai Portal Services might include, but are not limited to: (a) tools for ordering, configuration, management, reporting, monitoring and diagnostics of, and training and support for, Akamai Services; (b) tools for viewing and accessing usage and billing information and statistics for Akamai Services; (c) documentation and specifications for Akamai Services, including, without limitation, application program interface specifications, data, metadata, and other code, concepts, designs, programming techniques and programming concepts, flow charts, graphics, and images; (d) marketing material, information and articles pertaining to Akamai Services (clauses (a) through (d) collectively “Akamai Materials”). As used herein, “Affiliate” means any entity controlling or controlled by or under common control with a party, where “control” is defined as the ownership of more than 50% of the equity or other voting interests of such entity.

2. Acceptance of Terms

Notwithstanding anything to the contrary set forth in a separate signed agreement or agreements between Akamai and the applicable Akamai Portal Customer governing the provision of Akamai Services or other business relationship between such parties, as the same may be/has been amended from time to time (collectively, the “Akamai Business Agreement”), Akamai Portal Customer hereby agrees that access and use of the Akamai Portal Sites, Akamai Materials, or any Akamai Portal Services are subject to these Akamai Portal Terms of Use. Akamai Portal Customers are responsible for the access and use of the Akamai Portal Sites, Akamai Materials and Akamai Portal Services by their administrators (“Administrators”), other users (“Users”) and Affiliates, and in the case of an Akamai Channel Partner, its Clients.

If your company is not an Akamai Portal Customer, you must not attempt to access or use the applicable Akamai Portal Site. If Akamai Portal Customer does not agree to the terms of these Akamai Portal Terms of Use, it must not attempt to access or use the applicable Akamai Portal Site, and in the case of an Akamai Channel Partner, it must not allow its Clients to access or use the applicable Akamai Portal Site.

3. Precedence

Use of the Akamai Portal Sites, Akamai Materials, Akamai Portal Services and other Akamai Services may also be subject to disclaimers, legal notices, click-through agreements, or other legal agreements (any “Additional Legal Terms”), which may be posted on an Akamai Portal Site from time to time, where applicable. These Portal Terms of Use and the applicable Additional Legal Terms form a legally binding agreement between the Akamai Portal Customer and Akamai regarding access and use of the applicable Akamai Portal Site, Akamai Materials, the Akamai Portal Services and other Akamai Services by it and its Administrators and Users, and in the case of Akamai Channel Partners, their Clients. Whenever there is a conflict between the terms in these Portal Terms of Use and the Additional Legal Terms, the terms in the Additional Legal Terms shall control as to the subject matter of such Additional Legal Terms.

Whenever there is a conflict between the terms in these Portal Terms of Use and the applicable Akamai Business Agreement, the terms of these Portal Terms of Use shall control access and use of the Akamai Portal Sites, Akamai Materials and Akamai Portal Services, and the Akamai Business Agreement shall control access and use of the applicable other Akamai Services.

For example, if Akamai Portal Customer participates in an Akamai Service that is a beta program offered via the Akamai Luna Control Center, the applicable Akamai Business Agreement for such beta program will apply. If Akamai Portal Customer orders an Akamai Service via the Akamai Luna Control Center, the applicable Akamai Business Agreement for such Akamai Service will apply.

In the event of a conflict between an invoice for Akamai Services and usage information presented in an Akamai Portal Site, the invoice shall control as to amounts payable to Akamai for Akamai Services.

In the event that no Akamai Business Agreement has been signed by Akamai and the applicable Akamai Portal Customer , Akamai’s standard terms and conditions located at www.akamai.com/terms shall apply to use of Akamai Services by such Akamai Portal Customer, and its Administrators, Users and, if applicable, Clients.

4. Changes and Notices

Akamai may make changes to these Portal Terms of Use, the Akamai Portal Sites, Akamai Materials and/or Akamai Portal Services at any time by posting to the applicable link for these Akamai Portal Terms of Use.

THE MOST CURRENT VERSION OF THESE AKAMAI PORTAL TERMS OF USE CAN BE ACCESSED BY CLICKING “TERMS OF USE” WHICH IS INCLUDED ON THE BOTTOM OF EACH WEB PAGE OF THE APPLICABLE AKAMAI PORTAL SITE.

5. Confidential Information

Akamai Portal Customer hereby agrees not to reproduce any Confidential Information (defined below) to which Akamai Portal Customer is provided access through the Akamai Portal Sites in any form except as authorized at the time of disclosure.

Any reproduction of Confidential Information shall remain the property of Akamai and/or its original owner, and shall contain any and all confidential or proprietary notices or legends that appear on the original.

Akamai Portal Customers hereby agree (a) to take all reasonable steps (defined below) to keep all Confidential Information confidential; (b) to use Confidential Information solely as authorized at the time of disclosure; (c) not to disclose any Confidential Information to any party without the prior written consent of Akamai; and (d) not to cause or permit reverse engineering of any Confidential Information or disassembly of any software programs which are a part of the Confidential Information. Akamai Portal Customers do not acquire any rights in Confidential Information except the limited rights as described above.

In no event shall Akamai Portal Customers use Confidential Information to create, enhance, modify, rent, lease, loan, sell, distribute or create derivative works based on Akamai Materials, Akamai Portal Services or other Akamai Services, or compete with Akamai Materials, Akamai Portal Services or other Akamai Services in whole or in part.

As used herein, “Confidential Information” shall mean all trade secrets and other information, Akamai Materials or Akamai Portal Services which Akamai or third parties protect against unrestricted disclosure to others which is either labeled Confidential, accessed through an Akamai Portal Sites, pursuant to software downloads or other delivery of Akamai Services, or reasonably identifiable as confidential based on the type of information and the manner of its disclosure.

Without limiting the foregoing, information provided via the Akamai Portal Sites regarding the configuration, utilization, availability, location and/or performance of Akamai Services or assets deployed as part of, or used by, the Akamai Intelligent Platform or to enable the delivery of an Akamai Service, are Confidential Information of Akamai hereunder.Access credentials to the Akamai Portal Sites issued to an Akamai Portal Customer and their respective Administrators, Users, and in the case of Akamai Channel Partners, Clients, are also Confidential Information. The availability of the functionality to download or export Confidential Information from an Akamai Portal Site is not a waiver of confidentiality hereunder, and the downloaded or exported files of such information shall also be treated as Confidential Information hereunder.

Reasonable steps means those steps Akamai Portal Customer takes to protect its own similar Confidential Information, which shall not be less than a reasonable standard of care.

Akamai Portal Customer shall not be obligated to treat information as Confidential Information if such information (i) was rightfully in its possession prior to receipt from or disclosure by Akamai; (ii) is or becomes public knowledge other than through a breach of confidentiality; (iii) is or was rightfully disclosed to Akamai Portal Customer by a source other than Akamai or any party under their respective control; (iv) is independently developed by Akamai Portal Customer without use of the Confidential Information disclosed hereunder; or (v) must be disclosed by Akamai Portal Customer according to mandatory applicable law.

Akamai Portal Customer is not permitted to access Akamai or third party Confidential Information that Akamai Portal Customer is not explicitly licensed or otherwise granted a right to use for the intended purpose as set forth in its applicable Akamai Business Agreement.

6. User Information

User name, password, password reset questions and answers and other access credentials (“User Information”) is provided to Administrators and Users of an Akamai Portal Customer for their sole access to the Akamai Portal Sites they have been authorized to use by such Akamai Portal Customer and Akamai. Akamai Portal Customer is responsible for ensuring that its Administrators and Users keep, and that its Clients cause its Administrators and Users to keep, their respective User Information secure and confidential. Akamai Portal Customers are solely responsible with regard to usage and security of User Information of its Administrators and Users and any activities that occur under the applicable Akamai Portal Customer’s accounts, and in the case of Akamai Channel Partners, the applicable Akamai Channel Partner is responsible for the User Information of its Clients, and their respective Administrators and Users and any activities that occur under the applicable Client’s Akamai Portal Site account(s). Use of Akamai Portal Sites is also subject to Akamai’s Privacy Statement located at: http://www.akamai.com/html/policies/privacy_statement.html.

7. Third Party Products and Services

7.1 General. Akamai Portal Customer is solely responsible for any equipment, devices, hardware, cabling, materials, services, support, products, applications or licensed software supplied by parties other than Akamai that Akamai Portal Customer uses in conjunction with the Akamai Portal Services and other Akamai Services. Akamai shall not be directly or indirectly responsible or liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any equipment, devices, hardware, cabling, materials, services, support, products, applications or licensed software supplied by parties other than Akamai.

7.2 External Websites. The Akamai Portal Sites may contain links to external websites and information provided on such external websites by Akamai partners and third-party service providers. Akamai shall not be responsible for the contents of any linked website, or any changes or updates to such sites. Akamai Portal Customer hereby further agrees that Akamai shall not be directly or indirectly responsible or liable for any damage or loss caused or alleged to be caused by or in connection with Akamai Portal Customer’s, or its Administrators or Users, or in the case of Akamai Channel Partners, its Clients, use of or reliance on any content, goods or services available on or through any such linked website.

7.3 Two-Factor Authentication. Akamai Portal Customer may only use two-factor authentication (“2FA”) for Akamai Portal Sites in connection with accessing its Akamai accounts. Akamai Portal Customer’s use of 2FA requires use of other Akamai Services. Akamai Portal Customer is responsible for all applicable fees associated with use of other Akamai Services with 2FA. Akamai Portal Customer is solely responsible for the procurement, configuration, operation, performance and security of any hardware or non-Akamai software that it, or its Administrators or Users, and in the case of Akamai Channel Partners, its Clients use in connection with 2FA, including, without limitation, any authentication application or device. 2FA configuration values shall be treated as Confidential Information hereunder.

8. Intellectual Property Rights

Access to and use of any Akamai Services provided on an Akamai Portal Site is subject to a separate Akamai Business Agreement for such Akamai Service that is supplemented by these Akamai Portal Terms of Use. All Intellectual Proprietary Rights to any Akamai Services, Akamai Materials and Akamai Portal Services shall belong to Akamai. Except to the extent expressly permitted by the applicable Akamai Business Agreement, Akamai Portal Customer must not remove, overprint or deface any notice of copyright, trademark, logo, legend, or other notice of ownership from any originals or copies of third party software or content, or any Akamai Materials accessed on an Akamai Portal Site. Nothing in these Akamai Portal Terms of Use shall be deemed to give any party the right to modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any Akamai software, products or services for any reason unless otherwise permitted by law. Akamai Portal Customer hereby agrees to assign and does assign to Akamai any modifications or derivative works of any Akamai Services made by it in contravention of the limitations set forth herein. As used herein, “Intellectual Property Rights” means, on a world-wide basis, any and all now known and hereafter known, current and future, tangible and intangible (a) rights associated with works of authorship including, without limitation, copyrights, (b) trade secret rights, (c) patents, designs, algorithms and other industrial property rights, (d) all other intellectual and industrial property rights of every kind and nature and however designated, whether arising by operation of law, contract, license or otherwise, and (e) all registrations, initial applications, renewals, extensions, continuations (including continuations-in-part), re-examinations, divisions or reissues hereof now or hereafter in force (including any rights in any of the foregoing).

9. Permissible Use of Akamai Portal Services and Akamai Materials

Usage of Akamai Materials and Akamai Portal Services provided on any Akamai Portal Site is permitted only for use with the Akamai Services in the scope of and in accordance with these Akamai Portal Terms of Use and such Akamai Portal Customer’s valid Akamai Business Agreement for Akamai Services. Use of Akamai Portal Sites and the Akamai Materials for any other purpose is prohibited without the express permission of Akamai.

Akamai Materials, Akamai Portal Services and any other Akamai Services made available on an Akamai Portal Site may not be accessed, used or distributed by or to any Affiliate or third party unless stated otherwise in the applicable Akamai Business Agreement. Akamai Portal Customer is responsible to ensure that any use of an Akamai Portal Service by such Affiliate or third party is in compliance with these Akamai Portal Terms of Use and the requirements of such Akamai Business Agreement. Without limiting the foregoing, each Akamai Channel Partner hereby represents and warrants that it has entered into a customer agreement with its Client in accordance with its Akamai Business Agreement, and that it will not permit any Client to access or use the applicable Akamai Portal Site other than in accordance with such customer agreement and these Akamai Portal Terms of Use.

Akamai Portal Customer shall be fully responsible for all activity of its Administrators and other Users in the applicable Akamai Portal Site, and any breach of these Akamai Portal Terms of Use by its Administrators and other Users. Except to the extent otherwise expressly agreed in its Akamai Business Agreement with Akamai, Akamai Channel Partner shall be fully responsible for all activity of its Clients, and their respective Administrators and other Users, in the applicable Akamai Portal Site, and any breach of these Akamai Portal Terms of Use by its Clients, Administrators and other Users.

Akamai Portal Customer hereby represents and warrants that it has all necessary rights, licenses and approvals to provide and manage its content and applications in the applicable Akamai Portal Site, and that its Administrators and Users who access and use the applicable Akamai Portal Site, and undertake any actions within an Akamai Portal Site, have been duly authorized by such Akamai Portal Customer, to do so on behalf of such Akamai Portal Customer.

Akamai Portal Customer hereby agrees to notify Akamai in the event it becomes aware of any violation of these Akamai Portal Terms of Use by it, or any of its Administrators or Users, and in the case of an Akamai Channel Partner, any of its Clients.

10. Termination and Accountability

In the event Akamai Portal Customer is in material breach of these Akamai Portal Terms of Use, any Additional Legal Terms or its Akamai Business Agreement, Akamai may, at its sole discretion, suspend or terminate its account and refuse it and/or its Clients any current or future use of the applicable Akamai Portal Site. Akamai shall not be liable to Akamai Portal Customer or any Client or other third party for any termination or change to the Akamai Portal Sites and/or the Akamai Materials and Akamai Services unless provided otherwise in its respective Akamai Business Agreements.

Akamai Portal Customer hereby agrees not to use any Akamai Portal Site in violation of Akamai’s Acceptable Use Policy located at http://www.akamai.com/html/policies/acceptable_use.html.

11. Indemnity

Akamai Portal Customer acknowledges and agrees that it is responsible for all actions taken within the Akamai Portal Sites by it, and its Administrators and Users, and in the case of Akamai Channel Partners, its Clients, and their respective Administrators and Users, all actions it directs Akamai to undertake on its behalf, or in the case of Akamai Channel Partners, its Clients’ behalf, including, without limitation, any orders for Akamai Services, configuration changes, purge or content removal, use of Akamai Services, and events management activity. Akamai Portal Customer agrees to indemnify and hold Akamai Technologies, Inc., its Affiliates officers, agents, partners, employees, and licensors harmless from any claim or demand, including reasonable attorneys fees, made by any third party due to or arising out of Akamai Portal Customer’s or its Client’s content or usage of the Akamai Portal Sites, Akamai Materials or Akamai Portal Services, its or its Client’s breach of these Akamai Portal Terms of Use or, or its alleged violation of any other rights of a third party.

12. Disclaimers

The Akamai Portal Sites, Akamai Portal Services and the Akamai Materials are provided "as-is" without representation or warranty of any kind, including, without limitation, any implied warranties of merchantability, fitness for a particular purpose, course of dealing, course of performance, usage of the trade, non-infringement, accuracy or security. Without limitation of the foregoing, Akamai does not warrant any third party equipment, devices, hardware, cabling, materials, services, support, products, applications or licensed software supplied by parties other than Akamai. Akamai agrees to provide reasonable support for the Akamai Portal Sites, Akamai Portal Services and Akamai Materials; however, no service level agreement shall apply.

Statements and explanations of the Akamai Portal Sites, Akamai Materials or Akamai Services in promotional material or on the Akamai Portal Sites are made for explanatory purposes only; they are not meant to constitute any guarantee or warranty of certain features. Without limitation of the foregoing, Akamai does not represent or endorse the accuracy or reliability of any (a) links to web-pages of third parties contained on the Akamai Portal Sites, or the content obtainable on such web-pages or (b) information provided by third parties on the Akamai Portal Sites.

13. Limitation of Liability

UNLESS OTHERWISE PROVIDED IN THE APPLICABLE AKAMAI BUSINESS AGREEMENT,TO THE EXTENT ALLOWABLE BY APPLICABLE LAW, AKAMAI TECHNOLOGIES, INC. AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF AKAMAI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), HOWEVER CAUSED, WHETHER IN CONTRACT, TORT, OR OTHERWISE, ARISING OUT OF OR RESULTING FROM: (a) THE USE OR THE INABILITY TO USE THE AKAMAI PORTAL SITES, AKAMAI MATERIALS OR AKAMAI PORTAL SERVICES; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES ARISING OUT OF THE USE OR INABILITY TO USE THE AKAMAI PORTAL SITES, AKAMAI PORTAL SERVICES OR ANY AKAMAI MATERIALS, OR AKAMAI SERVICES PURCHASED OR OBTAINED DURING TRANSACTIONS CONDUCTED ON AN AKAMAI PORTAL SITE; (c) UNAUTHORIZED ACCESS TO OR ALTERATION OF TRANSMISSIONS OR DATA; (d) STATEMENTS, MESSAGES, OR CONDUCT OF ANY THIRD PARTY ON OR LINKED VIA AN AKAMAI PORTAL SITE; OR (e) ANY OTHER MATTER RELATING TO THE AKAMAI PORTAL SITES, AKAMAI MATERIALS OR AKAMAI PORTAL SERVICES.

14. Applicable Law

The laws of the Commonwealth of Massachusetts will govern these Akamai Portal Terms of Use without giving effect to any principles of conflicts of laws. Akamai Portal Customer also agrees to comply with all laws in any jurisdiction applicable to performance of its obligations hereunder and that may be applicable to the transmission of data on the internet, including, but, not limited to laws governing the use of encryption and laws governing the transmission of data across international boundaries, into prohibited countries, and containing personally identifiable information.

15. Survival

Akamai Portal Customer’s confidentiality obligations hereunder shall survive termination of its applicable Akamai Portal Site account(s). Upon any termination of an Akamai Portal Site account, or Akamai’s written request, Akamai Portal Customer must cease use of Confidential Information and/or Akamai Services and return or destroy all Confidential Information in its possession or control.

16. Waiver and Severability

The failure of Akamai to exercise or enforce any right or provision of these Akamai Portal Terms of Use shall not constitute a waiver of such right or provision. To the extent that any provision in these Akamai Portal Terms of Use shall be found to be unenforceable, such provision shall be modified in such a manner so as to make these Akamai Portal Terms of Use as modified, legal and enforceable under applicable laws and the balance of the provisions of these Akamai Portal Terms of Use shall not be affected thereby.