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 * Privacy and Terms:
 * Privacy
 * Terms of Use
 * Cookie Policy
 * Accessibility Statement

TABLE OF CONTENTS

 * Revisions
 * Personal, Internal Business, or Limited Commercial Use Only
 * Children’s Use of the Service
 * Restrictions and Prohibited Actions
 * Account information and Security
 * Intellectual Property Ownership
 * User Content
 * No Implied Rights
 * Digital Millennium Copyright Act
 * Desktop and Tools Terms
 * Web-based Offering Terms
 * Information Practices
 * Fees and Payments
 * Third Party Interactions and Links to Other Sites
 * Trademarks
 * Advertisements
 * International Use
 * Internet Delays
 * Indemnification
 * Disclaimer of Warranties
 * Limitation of Liability
 * Governing Law; Disputes
 * Miscellaneous Provisions
 * US Government Rights
 * Feedback


SPICEWORKS TERMS OF USE

Last Updated: Jan 23, 2019

Thank you for using the Spiceworks service. These Terms of Use (the “Terms of
Use“) and the Spiceworks’ Privacy Policy (the Terms of Use and Privacy Policy,
together are referred to as the “Agreement”) govern your use of: (a) the
Spiceworks website located at www.spiceworks.com and community.spiceworks.com,
and any subdomains thereof (collectively, the “Site“), (b) any off-line software
components made available to you by or on behalf of Spiceworks on or through the
Site (collectively, the “Desktop”), (c) any web-based services made available to
you by or on behalf of Spiceworks via the Site (each, a “Web-based Offering”),
(d) any downloadable or cloud based software tools made available to you by or
on behalf of Spiceworks (each, a “Tool”), and (e) all data, text, graphics,
sound or video clips, flash animations, user interfaces, visual interfaces,
trademarks, logos, and computer code, whether on the Site, in the Desktop, in a
Web-based Offering, or in a Tool (other than User Content (as defined below),
collectively, the “Content“), including but not limited to the design,
structure, selection, coordination, “look and feel,” and arrangement of that
Content. The Site, the Desktop, Web-based Offerings, Tools, and the Content
(collectively or any part thereof, the “Service“) are the property of
Spiceworks, Inc. and its affiliates and subsidiaries (collectively,
“Spiceworks,” “we,” “us,” or “our”) and our licensors, and are protected by
applicable intellectual property rights.

By clicking the “I accept” or similar button and/or using, downloading, or
accessing the Service, you are unconditionally consenting to be bound by and are
becoming a party to the Agreement either for yourself or, if you are using,
downloading or accessing the Service on behalf of your employer or another
entity, you are accepting on behalf of your employer or another entity, and you
represent and warrant that you have the full legal right, power, and authority
to bind your employer or that entity to these terms and conditions. If you do
not have that legal authority, or you do not agree with the Agreement, you must
press the “I do not accept” or similar button when prompted and you may not use
or access the Service and you must remove any Spiceworks-provided software and
content from your computer or other device.


REVISIONS

Spiceworks reserves the right, at its sole discretion, to change, modify, add,
or remove portions of these Terms of Use and the Privacy Policy at any time. The
most current version of these Terms of Use may be found at
www.spiceworks.com/terms/ (or any successor URL as Spiceworks may provide). You
should visit this page periodically to review the most current Terms of Use,
because you are bound by them. The most current version of the Privacy Policy
may be found at www.spiceworks.com/privacy (or any successor URL as Spiceworks
may provide). Your continued use of the Service indicates your acceptance and
agreement to the changes. As long as you comply with the Agreement, Spiceworks
grants you a personal, non-exclusive, non-transferable, limited right to access
the Site and use the Service as further described below.

The terms of the Agreement will govern any updates provided to you by Spiceworks
that replace and/or supplement the Desktop, a Web-based Offering, a Tool, or any
other portion of the Service, unless that upgrade is accompanied by a separate
license or revised agreement, in which case the terms of that license or revised
agreement will govern.


PERSONAL, INTERNAL BUSINESS, OR LIMITED COMMERCIAL USE ONLY

Except as otherwise set forth herein, the Service is made available to you for:
(a) your personal use; (b) your internal business use; or (c) if you are a
Managed Service Provider (“MSP“), or Value Added Reseller (“VAR”), use in
connection with the commercial support of your customers, in compliance with all
applicable laws, rules, and regulations. If you want to make any other
commercial use of the Service, including but not limited to selling,
distributing, or providing access to the Service for payment, you must enter
into a separate written agreement with Spiceworks or obtain Spiceworks’ written
permission in advance.

If you are asked to register for the Service, you must provide complete and
accurate identification, contact, and other information required as part of the
registration process, and accurately and promptly update that information if it
changes. Spiceworks reserves the right, in its sole discretion, to refuse or
discontinue participation or access to any or all of the Service to any user or
member at any time.

Except as expressly provided in these Terms of Use, no part of the Service may
be copied, reproduced, republished, uploaded, posted, publicly displayed,
encoded, translated, transmitted, or distributed in any way (including
“mirroring” and “framing”) to any other computer, server, website, or other
medium for publication or distribution or for any commercial enterprise, without
Spiceworks’ express prior written consent.

At Spiceworks, we are constantly innovating to try to provide the best possible
experience for our members. As part of this on-going innovation, we may from
time-to-time stop (permanently or temporarily) providing the Service or any part
thereof, without notice. You may stop using the Service at any time and are
under no obligation to inform Spiceworks when you stop using the Service. You
acknowledge and agree that if Spiceworks disables access to your account, you
may be prevented from accessing the Service, your account details, or any files
or other content contained in your account.


CHILDREN’S USE OF THE SERVICE

No part of the Service is directed to persons under the age of 18. If you are
under 18 years of age, you must not use or access the Service at any time or in
any manner. By using the Service, you represent and warrant you are at least 18
years of age.


RESTRICTIONS AND PROHIBITED ACTIONS

The Service is intended for the use described above and in any documentation
provided by Spiceworks in connection with the applicable portion of the Service
only and may not be used in connection with any other commercial endeavors
except those that are specifically allowed, endorsed, or approved by Spiceworks.
Except for distributions for the use described in these Terms of Use to your
employees, Consenting Users (defined below), or independent contractors using
the Service on your behalf in compliance with these Terms of Use, you may not
distribute or otherwise commercially exploit or make available to any third
party the Service, or any part thereof, in any way (e.g., rent, lease, lend,
sell, redistribute, or sublicense the Service or access to the Service). You may
not access the Service for purposes of monitoring its availability, performance,
or functionality, or for any other benchmarking or competitive purposes.

You may not change, reorganize, modify, copy, reverse engineer, decompile,
disassemble, attempt to derive the source code of, or create derivative works
from the Service, any updates, or any part thereof for any purpose, including in
order to: (a) build a competitive product or service, (b) build a product using
similar ideas, features, functions, or graphics of the Service, (c) remove,
change, or replace any trademarks, logos, copyrights, or any other branding
elements of Spiceworks or its licensors, (d) modify, hide, obscure, disable, or
otherwise render inoperable any portion of the user interface including, but not
limited to, the display of advertisements and promotions within the Service, or
(e) copy any ideas, features, functions, or graphics of the Service. If you wish
to request Spiceworks’ written approval to do any of the above, please contact
Spiceworks by sending an email to legal@spiceworks.com. You may not use the
Service to process Prohibited Data.

You may not use any “deep-link”, “page-scrape”, “robot”, “spider”, or other
automatic device, program, algorithm, or methodology, or any similar or
equivalent manual process, to access, acquire, copy, or monitor any portion of
the Service, or in any way reproduce or circumvent the navigational structure or
presentation of the Service to obtain or attempt to obtain any materials,
documents, or information through any means not purposely made available through
the Service by Spiceworks.

You may not attempt to gain unauthorized access to any portion or feature of the
Service, or any other systems or networks connected to the Service or to any
Spiceworks server, or to any of the services offered on or through the Service,
by hacking, password “mining,” or any other illegitimate means. You may not
harvest or collect user names, email addresses, or any other member identifying
information by electronic or other means for the purpose of sending unsolicited
email or other communications. Unauthorized commercial advertisements, affiliate
links, and other forms of solicitation may be removed from member profiles
and/or community postings without notice and may result in termination of member
privileges.

You may not probe, scan, or test the vulnerability of the Service or any network
connected to the Service, nor breach the security or authentication measures of
the Service or any network connected to the Service. You may not reverse
look-up, trace, or seek to trace any information on any other user of or visitor
to the Service, or any other customer of Spiceworks, including any Spiceworks
account not owned by you, to its source, or exploit the Service or any service
or information made available or offered by or through the Service, in any way
where the purpose is to reveal any information, including but not limited to
personal identification or information, other than your own information, as
provided for by the Service.

You agree not to use any device, software, or routine to interfere or attempt to
interfere with the proper working of the Service or any transaction being
conducted on the Service, or with any other person’s use of the Service. You may
not forge headers or otherwise manipulate identifiers in order to disguise the
origin of any message or transmittal you send to Spiceworks on or through the
Service or any service offered on or through the Service. You may not pretend
that you are, or that you represent, someone else, or impersonate any other
individual or entity. You may not use the Service or any Content for any purpose
that is unlawful or prohibited by these Terms of Use, to solicit the performance
of any illegal activity, or for other activity that infringes the rights of
Spiceworks or others.

You will comply with all applicable laws, and with all industry standards or
self-regulatory programs to which you are contractually bound, regarding the
collection, processing, transfer, safeguarding, security, and other use of all
information and content processed by or used in connection with your use of the
Service.

You agree not to attempt to do, or assist or permit any third party in doing,
any of the acts described above or otherwise prohibited by the Agreement.

If you breach these restrictions, or otherwise exceed the scope of the licenses
or other rights granted in the Agreement, then you may be subject to prosecution
and damages, as well as liability for infringement of intellectual property
rights.


ACCOUNT INFORMATION AND SECURITY

Access to and use of portions of the Service may require you to open an account
(including setting up a Spiceworks ID and password). To register, you must
provide a valid email address as a Spiceworks ID. You are entirely responsible
for maintaining the confidentiality of your account information, including your
password, and for any and all activity that occurs under your account. You agree
to notify Spiceworks immediately of any unauthorized use of your account or
password, or any other breach of security. However, you will be responsible for
losses incurred by Spiceworks or any other user of the Service due to someone
else using your Spiceworks ID, password, or account.

You, not Spiceworks, has sole responsibility for the accuracy, quality,
integrity, legality, reliability, appropriateness, and intellectual property
ownership or right to use of all your data, and Spiceworks is not responsible or
liable for the deletion, correction, destruction, damage, loss, or failure to
store any of this data. You will not knowingly send or store spam, unlawful,
infringing, obscene, or libelous material, or viruses, worms, Trojan horses, and
other harmful code.

You may not use anyone else’s Spiceworks ID, password, or account at any time
without the express permission and consent of the holder of that Spiceworks ID,
password, or account. Spiceworks cannot and will not be liable for any loss or
damage arising from your failure to comply with these obligations.

By providing us with your email address, you agree to receive all required
notices electronically, to that email address. Spiceworks will use this email
address in accordance with our Privacy Policy which can be found at
www.spiceworks.com/privacy. You agree that any notices, agreements, disclosures,
or other communications that we send to you electronically will satisfy any
legal communication requirements, including that those communications be in
writing.

If you chose to complete a Spiceworks user profile, a project page, or a profile
page, you agree to accurately represent yourself, your background and
experience, your work history and company affiliation, your certifications and
areas of expertise, and any other personal or company information you chose to
share. You also agree not to impersonate any person, company, or entity, or
falsely state or otherwise misrepresent yourself, your age, or your affiliation
with any person, company, or entity.

We care about the security of our users.  While we work diligently to protect
the security of your account and related information, Spiceworks cannot
guarantee that unauthorized third parties will not be able to defeat our
security measures. Please notify us immediately of any compromise or
unauthorized use of your account by emailing security@spiceworks.com. We also
have a Help and Support Center where security bulletins are posted.


INTELLECTUAL PROPERTY OWNERSHIP

You acknowledge that, as between you and Spiceworks, Spiceworks owns all rights,
title, and interest in and to the Service, portions thereof, or software or
content provided through or in conjunction with the Service, including without
limitation, all Intellectual Property Rights in and to the Service and any
protectable suggestions, ideas, enhancements, requests, feedback, and
recommendations or other information provided by you or any other party relating
to the Service. “Intellectual Property Rights” means any and all rights existing
from time to time under patent law, copyright law, trade secret law, trademark
law, unfair competition law, and any and all other proprietary rights, and any
and all applications, renewals, extensions, and restorations thereof, now or
hereafter in force and effect worldwide. You agree not to (and agree not to
allow third parties to) modify, adapt, translate, prepare derivative works from,
decompile, reverse engineer, disassemble, or otherwise attempt to derive source
code from the Service, or to extract significant portions of Service’s files for
use in other applications. You also agree to (and will require third parties to)
not remove, obscure, or alter Spiceworks’ or any third party’s copyright notice,
trademarks, or other proprietary rights notices affixed to or contained within
or accessed in conjunction with or through the Service.


USER CONTENT

You are solely responsible for the photos, profiles, messages, notes, text,
information, music, videos, plugins, source code, computer software, and other
content that you upload, publish, submit, share, or display (hereinafter,
“post“) on or through the Service, or transmit to or share with other members
(collectively the “User Content“). You understand and agree that Spiceworks may,
but is not obligated to, review and delete or remove (without notice) any User
Content in its sole discretion, including without limitation User Content that
in Spiceworks’ sole judgment violates the Agreement or which might be offensive,
illegal, or that might violate the rights, harm, or threaten the safety of
members, users, or others.

By posting User Content to any part of the Service, you automatically hereby
grant, and you represent and warrant that you have the right to grant, to
Spiceworks an irrevocable, perpetual, non-exclusive, transferable, royalty-free,
worldwide license (with the right to sublicense) to use, copy, publicly perform,
publicly display, reformat, translate, excerpt (in whole or in part),
distribute, and otherwise exploit that User Content for any purpose on or in
connection with the Service or the promotion thereof, to prepare derivative
works of, or incorporate into other works, that User Content, and to grant and
authorize sublicenses of the foregoing.

You also hereby grant each member or user a non-exclusive license to access the
User Content you post through the Service, and to use, reproduce, distribute,
prepare derivative works of, display and perform that content as permitted
through the functionality of the Service and the Site and under the Agreement.

Notwithstanding the foregoing, to the extent your User Content consists of data
inputted by you or your users into the Web-based Offering, the Desktop, or
through use of a Tool for the purpose of facilitating your use of the applicable
Web-based Offering, the Desktop, or the Tool, the licenses set forth in the
preceding two paragraphs are limited to Spiceworks’ use of that data for your
benefit (e.g., to make available or support your use of the Web-based Offering,
Desktop, or Tool), in aggregated, anonymized, or de-identified form that does
not identify you or your company individually and for other uses required by
law.

You may remove your User Content from the Site at any time but you acknowledge
that once you have posted any User Content to the Site, other users may have
retained a copy of your User Content and may still have access to those copies
despite your removal of the User Content from the Site. You acknowledge that
this User Content may persist in backup copies, derivative works, or aggregate
form for a period of time.

The Service contains content created by us, by third parties, and by our users
and members. This content includes, among other things, reports, comments,
opinions from other IT professionals, scripts, plugins, wikis, widgets, how-to
projects, product reviews, white papers, webinars and software downloads. It
also includes information about products and services offered by parties other
than Spiceworks, such as product descriptions, specifications, pricing,
availability, and performance. We do not guarantee the accuracy, the integrity,
or the quality of the content on the Service, and you may not rely on any of
this content. Without limitation, we are not responsible for postings by users
in the reports, scripts, plugins, widgets, product rating, product review, user
opinion, message board, feedback, or any other sections of the Service. You
should not rely on that information in situations where its inaccuracy would
cause you to suffer any loss (see Disclaimer of Warranties and Limitation of
Liability sections below).

You may not post or transmit any message which is libelous or defamatory, or
which discloses private or personal matters concerning any person. You may not
post or transmit any message, data, image or program that is indecent, obscene,
pornographic, harassing, threatening, abusive, hateful, racially or ethnically
offensive; that encourages conduct that would be considered a criminal offense,
give rise to civil liability or violate any law; or that is otherwise
inappropriate.

Except where expressly permitted, you may not post or transmit charity requests;
petitions for signatures; franchise, distributorship, sales representative
agency arrangements, or other business opportunities (including offers of
employment or contracting arrangements); club memberships; chain letters; or
letters relating to pyramid schemes. You may not post or transmit any
advertising, promotional materials or any other solicitation of other users or
members to use or buy products, goods or services except in those areas (e.g., a
classified bulletin board) that are designated for that purpose and as expressly
permitted.

You agree that any employment or other relationship you form or attempt to form
with an employer, employee, or contractor whom you contact through the Service
or the Site that may be designated for that purpose is between you and that
employer, employee, or contractor alone, and not with us.

You may not copy or use personal identifying or business contact information
about other users or members without their permission. Unsolicited e-mails,
mailings, telephone calls, or other communications to individuals or companies
whose contact details you obtain through the Service are prohibited.

You represent, warrant and agree that no materials of any kind submitted through
your account or otherwise posted or shared by you through the Service will
violate or infringe upon the rights of any third party, including copyright,
trademark, privacy, publicity or other personal or proprietary rights; or
contain libelous, defamatory, or otherwise unlawful material.


NO IMPLIED RIGHTS

There are no implied licenses granted in these Terms of Use. All rights not
granted herein are expressly reserved by Spiceworks, our licensors or the
copyright owner of any User Content.


DIGITAL MILLENNIUM COPYRIGHT ACT

Spiceworks respects the intellectual property rights of others. You are
prohibited from posting infringing User Content to the Service. If you post any
User Content that you or any third party have any Intellectual Property Rights
in, including code, photos, literary works, musical works, and/or sound
recordings, you must be the owner of that User Content or have all required
rights, licenses, consents, and permissions to use that User Content on the
Service. In addition to being grounds for removal of your posting, termination
of your user account, termination of your membership, and any other remedy
Spiceworks may have against you, your failure to own or obtain those rights may
subject you to civil and/or criminal liability.

If you are a copyright owner or an agent thereof, and you believe any content
submitted to and hosted on the Service infringes your copyrights, then you may
submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”).
More details regarding that notification may be found here. In addition, click
here to find more information about how to file a counter notification if you
believe your posting was removed in error.


DESKTOP AND TOOLS TERMS

If you download, install, or access the Desktop or Tools, the following
provisions apply to you.

License. The Desktop and Tools are licensed, not sold, to you for use only under
the terms of the Agreement. Subject to the terms and conditions of and your
ongoing compliance with the Agreement, including without limitation payment of
the applicable fees (if any), Spiceworks hereby grants you a personal, limited,
revocable, non-exclusive, non-transferable license to download, install, and use
the Desktop or Tools on equipment or compatible devices owned or controlled by
you or your Consenting Users, and in each case solely for your personal,
non-commercial use, or, if you are an entity rather than an individual, to allow
your employees and contractors to use the Desktop for the sole benefit of you
and your Consenting Users, if each of those employees or contractors has agreed
to and is bound by the Agreement. “Consenting Users” means individuals who have
authorized you to use the Desktop or Tools in connection with and install any
related components on equipment or compatible devices that they own or control
for the purposes of collecting Collected Data and who have agreed to be bound by
the terms of the Agreement.

The scope of the license granted under the preceding paragraph does not include
the right to use the Desktop or Tools in connection with, in any manner, the
following types of information: (a) payment card information or any information
governed under the Payment Card Industry Data Security Standard; (b) “nonpublic
personal information” as the term is defined in 15 U.S.C. § 6809 or other
information subject to any applicable financial privacy law; (c) protected
health information, as the term is defined in 45 C.F.R. 160.103; (d) Social
Security numbers; or (e) with regard to the processing of personal data subject
to Directive 95/46/EC of the European Parliament and of the Council of 24
October 1995 on the protection of individuals with regard to the processing of
personal data and on the free movement of such data, “sensitive” personal data.
The foregoing data constitutes “Prohibited Data.”

Automatic Updates. The Desktop or Tools may communicate with Spiceworks’ servers
to check for available updates to the software, such as bug fixes, patches,
enhanced functions, missing plugins and new versions. During this process, the
Desktop or Tools may send Spiceworks a request for the latest version
information. By installing the Desktop or Tools, you hereby agree to
automatically request and receive updates from Spiceworks’ servers.

Some personal firewall programs may be configured in such a way as to prevent
the Desktop or Tools from receiving these updates. If the computer on which you
install the Desktop or Tools is so configured, it may be necessary for you to
make an exception entry in the configuration of the personal firewall program to
allow the Desktop or Tools to successfully install and receive these updates.

Third-Party Software. Parts of the Service include packages of components,
including certain third-party software provided under separate license terms,
which can be found in the related documentation or will be provided to you by
Spiceworks on request. You are permitted to use that third-party software in
conjunction with the Desktop in a manner consistent with the terms of the
Agreement, however, you may have broader rights under the applicable separate
license terms and nothing in the Agreement is intended to impose further
restrictions on your use of that third-party software.


WEB-BASED OFFERING TERMS

If you subscribe to or access a Web-based Offering, the following provisions
apply to you.

Grant of Right to Use Web-based Offering. Subject to the terms and conditions of
and your ongoing compliance with the Agreement, including without limitation
payment of any applicable fees, Spiceworks hereby grants you a personal,
limited, non-exclusive, revocable, non-transferable, non-sublicensable right
during the period for which you have paid all applicable fees to permit each
user for whom you have purchased a user subscription to access the applicable
Web-based Offering solely for your internal business purposes. You must ensure
that each of your users has agreed to and is bound by the Agreement.


INFORMATION PRACTICES

Open communication about our users’ privacy and how we use their information is
very important to Spiceworks. As a condition of downloading or using any part of
the Service, you agree to the terms of the Spiceworks Privacy Policy, which may
be updated from time to time, as expressed in the most recent version that
exists at the time of your use. The most current version of the Spiceworks
Privacy Policy may be found at www.spiceworks.com/privacy/. Information
collected by Spiceworks may be stored and processed in the United States or any
other country in which Spiceworks or its agents maintain facilities. By using
the Service you consent to any transfer of that information outside of your
country.

THE SERVICE MAY CONTAIN A FEATURE THAT IS USED TO AUTOMATICALLY TRANSMIT CERTAIN
CONTENT AND INFORMATION COLLECTED VIA ONE OR MORE TOOLS TO SERVERS OPERATED BY
OR ON BEHALF OF SPICEWORKS, INCLUDING INFORMATION ABOUT EQUIPMENT ON WHICH THE
TOOLS ARE INSTALLED AND THE SERVICE IS USED TO ANALYZE, OR THROUGH WHICH THE
SERVICE IS OTHERWISE ACCESSED OR USED, AND THE SYSTEMS, PROGRAMS, OR CONTENT ON
THAT EQUIPMENT, INCLUDING EQUIPMENT, SYSTEMS, AND PROGRAMS OF YOUR CONSENTING
USERS (“Collected Data”). The technical processing and transmission of Collected
Data through the Service may involve: (a) transmissions over various networks,
including networks not owned by you or Spiceworks and (b) changes to conform and
adapt to technical requirements of connecting networks, devices, or products.
You acknowledge and agree that Spiceworks may use any Collected Data as provided
in the Spiceworks Privacy Policy.

You represent and warrant that you have all necessary rights to permit
Spiceworks to engage in this processing of data relating to your use of the
Service and Tools and that, where appropriate, you have provided notice to all
of your Consenting Users and have obtained appropriate and valid consents from
all Consenting Users regarding the collection, processing, and use of their data
by you and by or on behalf of Spiceworks.

Additionally, by using the Service, you acknowledge and agree that Internet
transmissions are never completely private or secure. You understand that any
message or information you send to the Service may be read or intercepted by
others, even if there is a special notice that a particular transmission (for
example, credit card information) is encrypted.

While Spiceworks actively adheres to security best practices when handling
sensitive data such as Personal Data, our users also need to follow common sense
practices when using our Service. As discussed above, users should not post
sensitive data in our community or in any part of the Service that can be seen
by others.


FEES AND PAYMENTS

Signing up for a Spiceworks account is free. Access and use of portions of the
Site and certain other portions of the Service may be provided at no charge.
However, Spiceworks reserves the right to charge for the Service or any portion
thereof, modify the pricing of, add to, or discontinue the Service or any
portion thereof without prior notice.

From time to time Spiceworks makes available certain value-added services for a
fee, such as a Web-based Offering. Should you elect to use those services, you
agree to pay the required fee as specified in the services registration and
purchase pages. If you elect not to pay any fees charged by Spiceworks,
Spiceworks has the right to cease providing those services to you. Spiceworks
reserves the right to modify the pricing of these services at any time without
prior notice.

The Service may include functionality for activating, updating, or canceling
recurring payments for periodic charges, such as a portion of the Service that
requires a subscription fee. If you activate or update recurring payments
through the Service, you authorize Spiceworks to periodically charge, on a
going-forward basis and until cancellation (by us or you) of either the
recurring payments or your account, all accrued sums on or before the payment
due date for the accrued sums. To cancel your access of any portion of the
Service that requires a subscription fee or other recurring payment, you must
notify us by telephone or email (support@spiceworks.com) to Customer Service of
your decision to terminate your use of that portion of the Service. If you use
the Service to update or cancel any existing authorized one-time or recurring
payment, it may take up to 10 business days for the update or cancellation to
take effect. All fees and charges are nonrefundable and there are no refunds or
credits for partially used periods. If payment is made via a purchase order or
check, you agree to remit the payment before the date specified on the invoice.

All monetary transactions on the Service take place in U.S. currency unless
otherwise indicated.

The Service may use third parties to process payments. Our third-party payment
processors accept payments through methods detailed on the applicable payment
screen, which may include various credit cards. You agree to pay for all
products and services that you purchase through the Service and you agree that
we may charge your selected payment method, either directly or through the
services of a third-party payment processor, for any of those payments. Only
those payment methods accepted by our third-party payment processor can be used
to purchase products, goods, or services through the Service.

You are responsible for determining and paying the appropriate government taxes,
fees, and service charges resulting from a transaction occurring through or
arising as a result of use of the Service. We are not responsible for
collecting, reporting, paying, or remitting to you any of those taxes, fees, or
service charges, except as may otherwise be required by law.


THIRD-PARTY INTERACTIONS AND LINKS TO OTHER SITES

This Service may contain certain third-party content, products, or services and
links to independent third-party websites (collectively, “Third-Party
Materials“). Third-Party Materials are provided solely as a convenience to users
of the Service. The Third-Party Materials are not under Spiceworks’ control, and
Spiceworks is not responsible for and does not endorse those Third-Party
Materials, including any information or materials contained on those Third-Party
Materials. You will need to make your own independent judgment regarding your
interaction with these Third-Party Materials. Spiceworks’ Privacy Policy is
applicable only when you are using the Service. Once you choose to go to another
website or use a third-party’s products or services, you should read that
third-party’s terms of service and privacy statement before using the products
or services or disclosing any personal information.

During use of the Service, you may enter into correspondence with, submit a
request for quote (pricing and availability), purchase goods and/or services
from, follow a vendor or user, or participate in promotions, sweepstakes, or
contests of advertisers or sponsors showing their goods and/or services through
the Service. That activity, and any terms, conditions, warranties, or
representations associated with that activity, is solely between you and the
applicable third party. Spiceworks and its licensors have no liability,
obligation, or responsibility for any correspondence, purchase, request for
quote (pricing and availability), promotions, sweepstakes, or contests between
you and any third party. Spiceworks does not endorse any sites on the Internet
that are linked through the Service. Spiceworks provides these links to you only
as a matter of convenience, and in no event will Spiceworks or its licensors be
responsible for any content, products, or other materials on or available from
those third-party sites. Spiceworks provides the Service to you pursuant to the
terms and conditions of the Agreement. You recognize, however, that certain
third-party providers of ancillary software, hardware, or services may require
your agreement to additional or different licenses or other terms prior to your
use of or access to those software, hardware, or services.


TRADEMARKS

Spiceworks’ trademarks may not be used, including as part of trademarks and/or
as part of domain names, in connection with any product or service in any manner
that is likely to cause confusion and may not be copied, imitated, or used, in
whole or in part, without Spiceworks’ prior written permission.


ADVERTISEMENTS

Some of the Service is supported by advertising revenue and may display
advertisements and promotions. These advertisements may be targeted to the
content of information stored on the Service, queries made through the Service
or other information. The manner, mode, and extent of advertising by Spiceworks
on the Service are subject to change without notice. In consideration for
Spiceworks granting you access to and use of the Service, you agree that
Spiceworks may place that advertising on the Service.


INTERNATIONAL USE

You will abide by all applicable laws and regulations regarding use of the
Service. Spiceworks and its licensors make no representation that the Service is
appropriate or available for use in any location. The Service is controlled and
operated from within the United States. Spiceworks makes no representations that
materials contained within the Service are appropriate or available for use in
other locations, and access to the Service from locations where that activity is
illegal is prohibited. Those who choose to use the Service from other locations
do so on their own initiative and are solely responsible for compliance with all
applicable laws.

By accessing the Service, you agree that you are responsible for complying with
all applicable laws, export and trade and economic sanctions regulations,
including the U.S. Export Administration Regulations (“EAR”), 15 CFR Parts
730-799, and economic sanctions regulations administered by the U.S. Treasury
Department’s Office of Foreign Assets Controls (“OFAC”), 15 CFR Parts 500-599.
As such you agree that you will not download or use the Service without all
required approvals in any proscribed destination (including Cuba, Iran, North
Korea, Sudan, and Syria), on behalf of any proscribed entity or person,
including those listed on the Treasury Department’s List of Specially Designated
Nationals and the Commerce Department’s List of Denied Persons and/or Entity
List, for any proscribed end use, including weapons of mass destruction or any
proliferation related activity, or in any other manner contrary to these export
regulations and sanctions programs. For further information on these
restrictions, see http://www.bis.doc.gov/ and
http://www.treasury.gov/about/organizational-structure/offices/Pages/Office-of-Foreign-Assets-Control.aspx. You
further certify that you are not a proscribed end-user or the Service for a
proscribed end use or other unauthorized end use under the regulations, as
described above.


INTERNET DELAYS

THE SERVICE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT
IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. SPICEWORKS IS NOT
RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, DATA LOSS, OR OTHER DAMAGE
RESULTING FROM THOSE PROBLEMS.


INDEMNIFICATION

To the fullest extent permitted under applicable law, you are responsible for
your use of the Service, and you will defend and indemnify Spiceworks from and
against every claim, liability, damage, loss, and expense, including reasonable
attorneys’ fees and costs, arising out of or in any way connected with: (a) your
access to, and use of, the Service, including use of any portion of the Service
with or for Consenting Users or other individuals or entities; (b) your
violation of any portion of these Terms of Use, any representation, warranty, or
agreement referenced in these Terms of Use, or any applicable law or regulation;
(c) your violation of any third-party right, including any intellectual property
right or publicity, confidentiality, other property, or privacy right; or (d)
any dispute or issue between you and any third party. Spiceworks reserves the
right, at Spiceworks’ own expense, to assume the exclusive defense and control
of any matter otherwise subject to indemnification by you (without limiting your
indemnification obligations with respect to that matter), and in that case, you
agree to cooperate with our defense of that claim.


DISCLAIMER OF WARRANTIES

Spiceworks and any third party who makes its software or content available in
conjunction with or through Spiceworks disclaim any responsibility for any harm
resulting from your use (or use by your employees, agents or contractors) of the
Service and/or any third-party software or content accessed in conjunction with
or through the Service.

SPICEWORKS DOES NOT PROMISE THAT THE SERVICE OR ANY CONTENT, COMPONENT, OR
FEATURE OF THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS
WILL BE CORRECTED, OR THAT YOUR USE OF THE SERVICE WILL PROVIDE SPECIFIC
RESULTS. THE SERVICE IS DELIVERED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. ALL
INFORMATION PROVIDED ON OR VIA THE SERVICE IS SUBJECT TO CHANGE WITHOUT NOTICE.
SPICEWORKS CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE
SERVICE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES.
SPICEWORKS, ITS LICENSORS, AND SUPPLIERS EXPRESSLY DISCLAIM TO THE FULLEST
EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES,
INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF ACCURACY, MERCHANTABILITY,
NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. SPICEWORKS AND ANY THIRD
PARTY THAT MAKES ITS SOFTWARE OR CONTENT AVAILABLE IN CONJUNCTION WITH OR
THROUGH THE SERVICE DISCLAIM ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY,
TIMELINESS, AND PERFORMANCE OF THE SERVICE AND THAT THIRD-PARTY SOFTWARE OR
CONTENT. SPICEWORKS DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS, AND
CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE
SERVICE.

YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SERVICE AND ANY LINKED
SITES. YOUR SOLE REMEDY AGAINST SPICEWORKS FOR DISSATISFACTION WITH THE SERVICE
IS TO STOP USING THE SERVICE. THIS LIMITATION OF REMEDY IS A PART OF THE BARGAIN
BETWEEN THE PARTIES. YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD AND/OR USE THE
SERVICE AND ALL THIRD-PARTY SOFTWARE OR CONTENT MADE AVAILABLE IN CONJUNCTION
WITH OR THROUGH THE SERVICE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE
SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR OTHER DEVICES OR
LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF THE SERVICE AND THAT
THIRD-PARTY SOFTWARE AND CONTENT. SOME STATES OR OTHER JURISDICTIONS DO NOT
ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY
TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND
JURISDICTION TO JURISDICTION.


LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES WILL SPICEWORKS OR ANY THIRD PARTY WHO MAKES ITS SOFTWARE
OR CONTENT AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SERVICE BE LIABLE TO YOU
OR ANY OTHER USER ON ACCOUNT OF ANY USE OR MISUSE OF THE SERVICE OR THAT
THIRD-PARTY SOFTWARE OR CONTENT. NEITHER SPICEWORKS NOR ANY THIRD-PARTY SOFTWARE
OR CONTENT PROVIDER WILL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL,
CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, WHETHER BASED ON
WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE (EVEN IF
SPICEWORKS AND/OR A THIRD-PARTY SOFTWARE OR CONTENT PROVIDER HAVE BEEN ADVISED
OF THE POSSIBILITY OF THOSE DAMAGES).

THIS LIMITATION OF LIABILITY WILL APPLY WHETHER THE DAMAGES ARISE FROM USE OR
MISUSE OF AND RELIANCE ON THE SERVICE AND ALL THIRD-PARTY SOFTWARE OR CONTENT
MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SERVICE, FROM INABILITY TO USE
THE SERVICE AND ALL THIRD-PARTY SOFTWARE OR CONTENT MADE AVAILABLE IN
CONJUNCTION WITH OR THROUGH THE SERVICE, OR FROM THE INTERRUPTION, SUSPENSION,
OR TERMINATION OF THE SERVICE AND ALL THIRD-PARTY SOFTWARE AND CONTENT MADE
AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SERVICE (INCLUDING THOSE DAMAGES
INCURRED BY THIRD PARTIES), OR ANY RELIANCE BY YOU ON THE COMPLETENESS, ACCURACY
OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR
TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS
ON THE SERVICES, THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY
CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH
YOUR USE OF THE SERVICES.

Without limiting the generality of the foregoing, you agree that Spiceworks is
not responsible for any loss arising out of, or in any way connected with: (a)
delay or inability to access or use the Service; (b) reliance on any Content or
User Content; (c) the transmission of any computer virus, however occurring; (d)
any unauthorized access to, modification of, or alteration of Content or User
Content; (e) any Content or User Content sent or received or not sent or
received; (f) any transaction entered into through the Service; (g) any
infringement of rights, including Intellectual Property Rights; (h) any
threatening, defamatory, obscene, offensive, harmful, inappropriate, or illegal
Content or User Content or conduct of any party; (i) any User Content sent by
any third party using and/or included in the Service; (j) termination of your
user account or membership; or (k) any delays, interruptions, inaccuracies,
errors, omissions, or cessation of the Service.

For the avoidance of doubt, you acknowledge that Spiceworks is a provider of an
interactive computer service and not a publisher under Section 230 of the
Communications Decency Act of 1996, and therefore not responsible for any of the
User Content or other third-party postings.

If, notwithstanding the provisions of this section, a court of competent
jurisdiction holds Spiceworks liable in respect of any matters arising under or
incidental to the Agreement, SPICEWORKS’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES,
LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THE AGREEMENT OR YOUR
USE OF THE SERVICE (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR
OTHERWISE), INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF
DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES ARISING
OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICE, WILL IN NO EVENT
EXCEED THE AMOUNT PAID BY YOU FOR USING THE SERVICE DURING THE 12 MONTHS
PRECEDING YOUR CLAIM, OR, IF NO AMOUNT WAS PAID, THAT LIABILITY WILL BE LIMITED
TO $500.

THE FOREGOING LIMITATIONS OF LIABILITY WILL APPLY NOTWITHSTANDING A FAILURE OF
ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY
LAW. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY
FOR CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT
APPLY TO YOU.


GOVERNING LAW; DISPUTES

The Agreement and any dispute that may arise related to the Agreement are
governed by Texas law. All claims arising out of or relating to the Agreement
must be litigated exclusively in the federal or state courts of Travis County,
Texas and you consent to venue and personal jurisdiction there for the purposes
of litigating all claims related to the Agreement. If for any reason a court of
competent jurisdiction finds any provision or portion of the Agreement to be
unenforceable, the remainder of the Agreement will continue in full force and
effect.


MISCELLANEOUS

The Agreement constitutes the entire agreement between the parties with respect
to the subject matter hereof and supersede and replace all prior or
contemporaneous understandings or agreements, written or oral, regarding that
subject matter. Any waiver of any provision of the Agreement will be effective
only if in writing and signed by Spiceworks.


US GOVERNMENT RIGHTS

Any software provided as part of or in connection with the Service (“Software”)
is commercial computer software, as that term is defined in 48 C.F.R. §2.101.
Accordingly, if you are entering into this Agreement on behalf of or using the
Service on behalf of the U.S. Government or any contractor for the U.S.
Government, you will receive only those rights with respect to the Software and
related documentation as are granted to all other end users under license, in
accordance with (a) 48 C.F.R. §227.7201 through 48 C.F.R. §227.7204, with
respect to the Department of Defense and their contractors, or (b) 48 C.F.R.
§12.212, with respect to all other U.S. Government licensees and their
contractors.


FEEDBACK

If you have comments on the Service or ideas on how to improve it, please send
email to support@spiceworks.com. Please note that by doing so, you also grant
Spiceworks and third parties permission to use and incorporate your ideas or
comments into the Service (or third-party software or content) without further
compensation or approval.

The information contained in this web site is subject to change without notice.
Copyright © 2006-2019 Spiceworks, Inc. All rights reserved.
Spiceworks, Inc., 3700 North Capital of Texas Highway, Suite 100, Austin, TX
78746, USA




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