Legal Terms

Auvik Legal

Welcome!

On this page you can access our standard legal terms and policies for visitors to our website and subscribers to our web-based software services.

  • if you are here as a website visitor, select Website Terms of Site
  • if you are a subscriber or user of our software services, select Subscription Services Agreement (managed service providers, select the MSP version)
  • if you want to see the most recent prior version of our terms, select Terms of Service (previous)

What’s new?

Effective July 15, 2022, we refreshed and reorganized our legal Terms of Service, simplifying the language and adding clarity. Our previous Terms of Service was a single agreement covering both visitors to our website and subscribers to our web-based software services.  We separated the applicable terms into Website Terms of Site and Subscription Services Agreements. We also added a Customer Support Policy.

WEBSITE TERMS OF SITE

PLEASE READ THIS TERMS OF SITE CAREFULLY BEFORE USING THE WEBSITE.

By accessing this website, you are agreeing to be bound by these website Terms of Site provided by Auvik Networks Inc. If you do not agree with any of these terms, you are prohibited from using or accessing this site. The materials contained in this website are protected by applicable copyright and trademark law.

For the avoidance of doubt, these Terms of Site govern your use of the Auvik Networks Inc. website and do not govern the use of the web-based software service (the Service) operated by Auvik Networks Inc. If you are accessing or using the Service (including as a free trial) then you are subject to the appropriate subscription services agreement or other written terms or contract that has been agreed between you and Auvik Networks Inc.

1. LICENSE AND USER CONTRIBUTIONS

  1. License. Permission is granted to temporarily download one copy of the materials for personal, non-commercial transitory viewing only. This is the grant of a license, not a transfer of title, and under this license you may not:
    • modify or copy the materials;
    • use the materials for any commercial purpose or for any public display (commercial or non-commercial;
    • attempt to decompile or reverse engineer any software contained on Auvik Networks Inc.’s website;
    • remove any copyright or other proprietary notations from the materials; or
    • transfer the materials to another person or “mirror” the materials on any other server.
  2. User Contributions: Auvik’s website may contain message boards, blogs, job boards and other interactive features (Interactive Services) that allow you to post, submit, publish, display or transmit feedback, content or materials (User Contributions) on or through the website to Auvik Networks Inc. or other users of Auvik Networks Inc.’s website. All User Contributions must comply with the following content standards:
    • User Content: By posting, displaying, publishing or making available for download or use any User Contributions, other than personal information that is subject to the Privacy Policy, you hereby grant Company a perpetual, worldwide, nonexclusive, irrevocable, royalty-free, sublicensable license to perform, display, reproduce, prepare derivative works from, distribute, sell, sublicense, transfer and otherwise use without restriction all or any part of such User Contributions.
    • User Contributions may not:
      • Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable,
      • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age,
      • Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person,
      • Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may conflict with these Terms of Site or our Privacy Policy,
      • Be likely to deceive any person,
      • Promote any illegal activity, or advocate, promote, or assist any unlawful act,
      • Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person,
      • Impersonate any person or misrepresent your identity or affiliation with any person or organization,
      • Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising, or
      • Give the impression that they emanate from or are endorsed by us or any other person or entity if this is not the case.

This license and these rights shall automatically terminate if you violate any of these restrictions and may be terminated by Auvik Networks Inc. at any time. Upon terminating your viewing of these materials or upon the termination of this license, you must destroy any downloaded materials in your possession whether in electronic or printed format.

2. DISCLAIMER

THE MATERIALS ON AUVIK NETWORKS INC.’S WEBSITE ARE PROVIDED ‘AS IS’. AUVIK NETWORKS INC. MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, AND HEREBY DISCLAIMS AND NEGATES ALL OTHER WARRANTIES, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR OTHER VIOLATION OF RIGHTS. FURTHER, AUVIK NETWORKS INC. DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS CONCERNING THE ACCURACY, LIKELY RESULTS, OR RELIABILITY OF THE USE OF THE MATERIALS ON ITS INTERNET SITE OR OTHERWISE RELATING TO SUCH MATERIALS OR ON ANY SITES LINKED TO THIS SITE.

3. LIABILITY LIMIT

  1. EXCLUSION OF INDIRECT DAMAGES. AUVIK NETWORKS INC. OR ITS SUPPLIERS ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS TERMS OF SITE (INCLUDING, WITHOUT LIMITATION, COSTS OF DELAY; LOSS OF OR UNAUTHORIZED ACCESS TO DATA OR INFORMATION; AND LOST PROFITS, REVENUE, OR ANTICIPATED COST SAVINGS), EVEN IF IT KNOWS OF THE POSSIBILITY OR FORESEEABILITY OF SUCH DAMAGE OR LOSS.
  2. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, OR LIMITATIONS OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THESE LIMITATIONS MAY NOT APPLY TO YOU.

4. REVISIONS

The materials appearing on Auvik Networks Inc.’s website could include technical, typographical, or photographic errors. Auvik Networks Inc. does not warrant that any of the materials on its website are accurate, complete, or current. Auvik Networks Inc. may make changes to the materials contained on its website at any time without notice. Auvik Networks Inc. does not, however, make any commitment to update the materials.

5. LINKS

Auvik Networks Inc. has not reviewed all of the sites linked to its Internet site and is not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement by Auvik Networks Inc. of the site. Use of any such linked website is at the user’s own risk.

6. SITE TERMS AND MODIFICATIONS

Auvik Networks Inc. may revise these terms of use for its website at any time without notice. By using this website, you are agreeing to be bound by the then-current version of these Terms of Site.

7. GOVERNING LAW AND FORUM

  1. Canadian Law. This Terms of Site is governed by the laws of the Province of Ontario, Canada (without regard to conflicts of law principles) for any dispute between the parties or relating in any way to the subject matter of this Terms of Site. Any suit or legal proceeding may be brought in the courts of the Province of Ontario, Canada, and users submits to this personal jurisdiction and venue. Nothing in this Terms of Site prevents either party from seeking injunctive relief in a court of competent jurisdiction. The prevailing party in any litigation is entitled to recover its attorneys’ fees and costs from the other party.
    1. English. It is the express will of the parties that this Terms of Site and all related documents have been drawn up in English. Where users’ primary address is in Québec, Canada, then it is the express will of the parties that this Terms of Site and all related documents be drawn up in English. C’est la volonté expresse des parties que le présent contrat et tous les documents connexes soient rédigés en anglais . Unless, and only to the extent, prohibited by law in Your jurisdiction, any and all disagreements, disputes, mediation, arbitration or litigation relating to this Terms of Site shall be conducted in the English language, including any correspondence, discovery, submissions, filings, pleadings, oral pleadings, arguments, oral arguments and orders or judgments.

8. ENTIRE AGREEMENT

Entire Agreement and Changes. This Terms of Site constitutes the entire agreement between the parties and supersede any prior or contemporaneous negotiations or agreements, whether oral or written, related to this subject matter. No modification or waiver of any term of this Terms of Site is effective unless both parties sign it, or it is revised online by Auvik Networks Inc.

Effective July 15, 2022

SUBSCRIPTION SERVICES AGREEMENT

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THIS SERVICE.

BY USING THE SERVICE, CLICKING AGREE OR OTHER FORM OF ASSENT, YOU ARE AGREEING TO BE BOUND BY THIS AGREEMENT. IF YOU ARE AGREEING TO THIS AGREEMENT ON BEHALF OF OR FOR THE BENEFIT OF YOUR EMPLOYER OR A THIRD PARTY, THEN YOU REPRESENT AND WARRANT THAT YOU HAVE THE NECESSARY AUTHORITY TO AGREE TO THIS AGREEMENT ON THEIR BEHALF.

This agreement is between Auvik Networks Inc., a Canadian BC corporation (Auvik), and the Customer agreeing to these terms (Customer).

1. SOFTWARE SERVICE

This agreement and the applicable order provide Customer and its Affiliates (defined below) access to and usage of a network monitoring and management web-based software service, including, without limitation, its features, functions, and user interface, and underlying software, as specified on an order (Service).

2. USE OF SERVICE

  1. Customer Owned Data. All Customer provided data that is processed by the Service remains the property of Customer, as between Auvik and Customer (Customer Data). Customer represents and warrants to Auvik that Customer has provided all required notices and has obtained all required licenses, permissions, and consents regarding Customer Data for use within the Service under this agreement. Customer grants Auvik the right to use the Customer Data solely for purposes of performing under this agreement and for operating and improving its technology.
  2. Affiliates and Contractors. Customer, including its Affiliates, may enter into orders with Auvik and its Affiliates.  An Affiliate entering into an order agrees to be bound by this agreement as if it were an original party hereto. Customer may allow its Affiliates and contractors to use the Service, provided Customer is responsible for their compliance with the terms of this agreement, and use by its Affiliates and contractors is solely for Customer’s or Affiliate’s benefit. Affiliate means any company controlled by or under common control with the subject entity, directly or indirectly, with an ownership interest of at least 50%.
  3. Customer Responsibilities. Customer: (i) must keep its passwords secure and confidential and use industry-standard password management practices; (ii) is solely responsible for Customer Data and all activity in its account in the Service; (iii) must use commercially reasonable efforts to prevent unauthorized access to its account, and notify Auvik promptly of any such unauthorized access; and (iv) may use the Service only in accordance with the Service’s applicable technical documentation and applicable law.
  4. Auvik Support. Auvik must provide Customer support for the Service under the terms of Auvik’s Customer Support Policy (Support), which is located at www.auvik.com/terms.
  5. Free Trial Version. If Customer has registered for a trial use of the Service, Customer may access the Service for the specified trial period (unless extended by Auvik in writing or electronically). The Service is provided ‘AS IS’, with no warranty during this time period. All Customer Data will be deleted after the trial period, unless Customer converts its account to a paid Service.
  6. Third Party Service. The Service supports integrations and other connections to certain third-party services (Third Party Service), and it depends on continuing availability of and access to Third Party Service, including application programming interfaces, for full functionality of the Service. Customer is responsible for obtaining all rights and the payment of all fees associated with all Third-Party Service for purposes of this agreement.
  7. Access to Customer’s Computing Environment. In order to use the Service, Customer must download and install the Auvik’s Collector Software (defined below) to Customer’s network environment and any third-party network managed by Customer, which will communicate with certain connected devices (Computing Environment). As part of the use of the Collector Software, Customer authorizes (i) remote communication between the Service and the Computing Environment; (ii) the Service to scan and evaluate the Computing Environment; and (iii) transfer of collected data to the Service, and represents and warrants that it has all rights to grant such authorization. Customer is solely responsible for configuring its Computing Environment for adequate security and protection. Customer is responsible for applying independent business judgment with respect to use of the Service and any decisions from the use of the Service.
  8. Collector Software. The Collector Software provided by Auvik as part of the Service (Collector Software) are licensed to Customer as follows: Auvik grants Customer a non-exclusive, non-transferable license during the term of an order, to use and copy such software within the Computing Environment in accordance with its technical documentation, solely in connection with the Service.
    • Updates. The Service may automatically check the version of the Collector Software and Customer may be required to use updates to the Collector Software to enable the Service to properly perform, which may be automatically downloaded to the Computing Environment. Customer consents to such automatic updates, which may occur without notice.
  9. API.  Auvik provides access to its application-programming interface (API) as part of the Service for no additional fee. Subject to the other terms of this Agreement, Auvik grants Customer a non-exclusive, nontransferable, terminable license to interact only with the Service as allowed by the API, and as follows:
    • Usage. Customer may not use the API in a manner–as reasonably determined by Auvik–that exceeds reasonable request volume, constitutes excessive or abusive usage, or fails to comply with any part of the API. If any of these occur, Auvik may suspend or terminate Customer’s access to the API on a temporary or permanent basis.
    • Endpoints. Auvik may change or remove existing endpoints or fields in API results upon at least 30 days’ notice to Customer, but Auvik will use commercially reasonable efforts to support the previous version of the API for at least 6 months. Auvik may add new endpoints or fields in API results without prior notice to Customer.
    • Disclaimer. The API is provided on an AS IS basis.  Auvik has no liability to Customer as a result of any change, temporary unavailability, suspension, or termination of access to the API.
  10. Beta. If Customer access any ‘beta’ or not generally available features or Services, such features and Services are provided AS IS for testing purposes only and the features and Services are not complete. These features and Services should not be used with production data. Auvik does not represent that any of these features or Services will be generally available and they may change, if they are made generally available.

3. SERVICE WARRANTY

  1. Warranty. Auvik warrants to Customer that: (i) the Service will perform in material compliance with its technical documentation; and (ii) neither the Service, nor Support (both defined above) nor the Security Measures (defined below) will materially decrease during any paid term. Customer’s exclusive remedy and Auvik’s sole obligation for Auvik’s breach of these warranties will be as described in the “Mutual Termination for Material Breach” and “Effect of Termination” sections set forth in this agreement.
  2. DISCLAIMER. AUVIK DISCLAIMS ALL OTHER WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, AND FITNESS FOR A PARTICULAR PURPOSE. WHILE AUVIK TAKES REASONABLE PHYSICAL, TECHNICAL, AND ADMINISTRATIVE MEASURES TO SECURE THE SERVICE, AUVIK DOES NOT GUARANTEE THAT THE SERVICE CANNOT BE COMPROMISED. CUSTOMER UNDERSTANDS AND AGREES THAT THE SERVICE MAY NOT BE ERROR-FREE AND THE USE MAY BE INTERRUPTED, AND AUVIK IS NOT RESPONSIBLE OR LIABLE FOR ANY THIRD-PARTY SERVICE ISSUES. AUVIK IS NOT LIABLE FOR PROBLEMS INHERENT IN USE OF THE INTERNET OR FOR ISSUES RELATED TO CUSTOMER’S NETWORK OR CLOUD PROVIDER ACCOUNTS, OR FOR DECISIONS CUSTOMER MAKES REGARDING ITS CONFIGURATION OF THE SERVICE. THE SERVICE IS ONE TOOL IN CUSTOMER’S CLOUD MANAGEMENT STRATEGY AND DOES NOT REPRESENT A SHIFT IN RESPONSIBILITY FOR CUSTOMER’S OVERALL CLOUD MANAGEMENT.

4. PAYMENT

  1. Fees and Payment. Customer must pay all fees as specified on the order, but if not specified, then within 30 days of receipt of an invoice. The fees are exclusive of sales, use, withholding, VAT and other similar taxes, and Customer is responsible for payment of such taxes at the rate and in the manner for the time being prescribed by law. If Auvik has the legal obligation to pay or collect taxes for which Customer is responsible under this section, Auvik will invoice Customer and Customer will pay that amount unless Customer provides Auvik with a valid tax exemption certificate authorized by the appropriate taxing authority. This agreement contemplates one or more orders for the Service, which orders are governed by the terms of this agreement.
    • Credit Cards. If Customer is paying fees using a credit card or another digital payment method supported by Auvik, Customer authorizes Auvik to charge Customer’s account for all fees owed to Auvik using that payment method. Customer must keep all billing account information current to ensure correct and timely payment of amounts due.
  2. Nonpayment.   If an invoiced amount is 14 days or more past due, Auvik may suspend Service and Support until the amount is paid in full, provided Auvik has given Customer at least 7 days’ prior written or electronic notice that its account is past due.
  3. Payment Notifications. Customer is solely responsible for keeping its email and contact information with Auvik up to date, for purposes of credit card transactions, any payment communication or other communications related to this agreement. Customer should contact Auvik support with these updates.
  4. Channel Resale. Notwithstanding the foregoing, if Customer is purchasing the Service through a channel reseller, the authorized terms of the subscription with such channel reseller will control with respect to all pricing and fees; provided, however that Auvik may suspend or terminate Customer’s access to the Service if such channel reseller has not paid Auvik the applicable fees relating to Customer’s use.

5. MUTUAL CONFIDENTIALITY AND DATA LOCATION

  1. Definition of Confidential Information. Confidential Information means all non-public information disclosed by a party (Discloser) to the other party (Recipient), whether orally, visually, or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure (Confidential Information). Auvik’s Confidential Information includes, without limitation, the Service, pricing information, and the Collector Software. Customer’s Confidential Information includes, without limitation, the Customer Data.
  2. Protection of Confidential Information. Recipient must use the same degree of care that it uses to protect the confidentiality of itsown confidential information of like kind (but not less than reasonable care) to: (i) not use any Confidential Information of Discloser for any purpose outside the scope of this agreement; and (ii) limit access to Confidential Information of Discloser to those of its and its Affiliates’ employeesand contractors who need that access for purposes consistent with this agreement and who have signed confidentialityagreements with Recipient containing protections not materially less protective of the Confidential Information thanthose in this agreement.
  3. Exclusions. Confidential Information excludes information that: (i) is or becomes generally known to the public without breach of any obligation owed to Discloser; (ii) was known to the Recipient before its disclosure by the Discloser without breach of any obligation owed to the Discloser; (iii) is received from a third party without breach of any obligation owed to Discloser; or (iv) is independently developed by the Recipient without use of or access to the Confidential Information. The Recipient may disclose Confidential Information to the extent required by law or court order but will provide Discloser with advance notice to seek a protective order.
  4. Data Security and Location and Sub Processors.
    • Data Security. More information on Auvik’s data security practices is located at: https://www.auvik.com/system-security (Security Measures).
    • Selection of Data Storage Region. While Auvik has its headquarters in Canada, each Customer selects the region where the Customer Data will be stored. More information is located at: Auvik Regions article.
      • Auvik will not change the country in which the Customer Data is stored ( except with the permission of Customer, where necessary as part of Auvik’s business continuity or disaster recovery plan, and as allowed by law or legal process).
    • Sub-Processors. Auvik has standard security controls to verify that its sub-processors’ security controls are substantially no less protective of Customer Data than the applicable Auvik’s security controls (including in respect of European customers for the Service, establishing the existence of or implementing, where required, contractual or other mechanisms to ensure adequate safeguards for the processing and any transfer of personal data as defined by privacy laws and regulations of the European Union, the EEA and their member states, Switzerland and the United Kingdom applicable to any personal data, as amended or replaced (Applicable Data Protection Law).
      • Customer grants Auvik the right to appoint third party sub-processors where appropriate and in compliance with Applicable Data Protection Law (see this link for more information here). Customer will be notified of any changes to the sub processors via electronic notices.
  5. Privacy Policy. Any use of personal information collected by Auvik in its role as controller, is governed by Auvik’s Privacy Policy.

6. PROPERTY

  1. Reservation of Rights. Auvik and its licensors are the sole owners of the Service and the Collector Software, including all associated intellectual property rights, and they remain only with Auvik. Customer may not remove or modify any proprietary marking or restrictive legends in the Service or Collector Software. Auvik reserves all rights that are not expressly granted in this agreement.
  2. Restrictions. Customer may not : (i) sell, resell, rent, or lease the Service or use it in a service-provider capacity; (ii) use the Service to store or transmit unsolicited marketing emails, libelous, or otherwise objectionable, unlawful, or tortious material, or to store or transmit infringing material in violation of third-party rights; (iii) interfere with or disrupt the integrity or performance of the Service; (iv) attempt to gain unauthorized access to the Service or its related systems or networks; (v) reverse engineer the Service or the Collector Software except as allowed by applicable law despite this limitation; or (vi) access the Service or use the Collector Software to build a competitive service or product, or copy any feature, function, or graphic for competitive purposes. Auvik may suspend Service to Customer if Auvik believes in good faith that Customer’s use of the Service poses an imminent threat to the security, availability or legality of the Service; in such event, Auvik will work with Customer to address the issue and restore Service as quickly as possible.
  3. Statistical Information. Auvik may compile statistical information and meta data related to the use and performance of the Service and may make such information (including without limitation, log data which does not contain Customer specific information) publicly available, provided that such information does not identify Customer Data, and there is no means to re-identify Customer Data. Auvik retains all intellectual property rights in such information.

7. TERM AND TERMINATION

  1. Term. This agreement continues until the 30th day after all orders have expired, unless earlier terminated as provided below.
  2. Term of Orders.  The term of each order must be specified in the order.
  3. Mutual Termination for Material Breach. If either party is in material breach of this agreement, the other party may terminate this agreement at the end of a written 30-day notice/cure period if the breach has not been cured.
  4. Return of Customer Data.
    • Within 30 days after termination, upon request, Auvik will make the Service available for Customer to export Customer Data that is available for export as allowed by the functionality of the Service.
    • After such 30-day period, Auvik has no obligation to maintain the Customer Data and may destroy it.
  5. Effect of Termination. If this agreement is terminated for Auvik’s breach, Auvik will refund Customer fees prepaid for the remainder of the term of all orders after the termination effective date, less any unpaid amounts for overage.  If this agreement is terminated for Customer’s breach, Customer will pay any unpaid fees for the term of all orders.  Upon request, following any termination of this agreement, each party will destroy or return all of the other party’s property that it holds, subject to the “Return of Customer Data” section above.

8. LIABILITY LIMIT

  1. EXCLUSION OF INDIRECT DAMAGES. TO THE MAXIMUM EXTENT ALLOWED BY LAW, AUVIK IS NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT (INCLUDING, WITHOUT LIMITATION, COSTS OF DELAY; LOSS OF OR UNAUTHORIZED ACCESS TO DATA OR INFORMATION; AND LOST PROFITS, REVENUE, OR ANTICIPATED COST SAVINGS), EVEN IF IT KNOWS OF THE POSSIBILITY OR FORESEEABILITY OF SUCH DAMAGE OR LOSS.
  2. TOTAL LIMIT ON LIABILITY. TO THE MAXIMUM EXTENT ALLOWED BY LAW, EXCEPT FOR AUVIK’S INDEMNITY OBLIGATIONS OR THE INFRINGEMENT OR MISAPPROPRIATION BY EITHER PARTY OF THE INTELLECTUAL PROPERTY OF THE OTHER PARTY IN CONNECTION WITH THIS AGREEMENT, AUVIK’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT (WHETHER IN CONTRACT, TORT, OR OTHERWISE) DOES NOT EXCEED THE AMOUNT PAID BY CUSTOMER WITHIN THE 12-MONTH PERIOD PRIOR TO THE EVENT THAT GAVE RISE TO THE LIABILITY, EXCEPT THAT THIS CAP ON LIABILITY DOES NOT APPLY TO FEES OWED BY CUSTOMER UNDER AN ORDER.

9. INFRINGEMENT INDEMNITY FOR THIRD PARTY CLAIMS

  1. Auvik Indemnity. Auvik will defend or settle any third-party claim against Customer to the extent that such claim alleges that the Auvik technology used to provide the Service violates a copyright, patent, trademark, or other intellectual property right, if Customer: promptly notifies Auvik of the claim in writing; cooperates with Auvik in the defense; and allows Auvik to solely control the defense or settlement of the claim.
  2. Costs. Auvik will indemnify Customer from any infringement claim defense costs Auvik incurs in defending Customer, and Auvik negotiated settlement amounts, and court awarded damages.
  3. Process. If such a claim appears likely, then Auvik may modify the Service, procure the necessary rights, or replace it with the functional equivalent. If Auvik determines that none of these are reasonably available, then Auvik may terminate the Service and refund any prepaid and unused fees, less any overage fees owed.
  4. Exclusions. Auvik has no obligation for any claim arising from: Auvik’s compliance with Customer’s designs, specification, instructions, or technical information; a combination of the Service with other technology or aspects where the infringement would not occur but for the combination; use of Customer information; or technology or aspects not provided by Auvik. THIS SECTION CONTAINS CUSTOMER’S EXCLUSIVE REMEDIES AND AUVIK’S SOLE LIABILITY FOR INTELLECTUAL PROPERTY INFRINGEMENT CLAIMS.

10. GOVERNING LAW AND FORUM

  1. Canadian Customers: For Customers located in Canada, this agreement is governed by the laws of the Province of Ontario, Canada (without regard to conflicts of law principles) for any dispute between the parties or relating in any way to the subject matter of this agreement. Any suit or legal proceeding may be brought in the courts of the Province of Ontario, Canada, and Customer submits to this personal jurisdiction and venue. Nothing in this agreement prevents either party from seeking injunctive relief in a court of competent jurisdiction. The prevailing party in any litigation is entitled to recover its attorneys’ fees and costs from the other party.
    • English. It is the express will of the parties that this Agreement and all related documents have been drawn up in English. Where Customer’s primary address is in Québec, Canada, then it is the express will of the parties that this Agreement and all related documents be drawn up in English. C’est la volonté expresse des parties que le présent contrat et tous les documents connexes soient rédigés en anglais . Unless, and only to the extent, prohibited by law in Your jurisdiction, any and all disagreements, disputes, mediation, arbitration or litigation relating to this Agreement shall be conducted in the English language, including any correspondence, discovery, submissions, filings, pleadings, oral pleadings, arguments, oral arguments and orders or judgments.
  2. For All Other Customers: For Customers located outside of Canada, in the event of any dispute between the parties or relating in any way to the subject matter of this agreement, the parties hereto must try to settle the dispute. If they do not reach such a solution within a period of 60 days for any reason, then, upon notice by either party to the other, all disputes must be finally settled by binding arbitration administered by the American Arbitration Association in accordance with the provisions of its Commercial or International Arbitration Rules (Rules). The controversy must be submitted to one arbitrator in accordance with the Rules. This agreement is governed by the laws of the State of Delaware (without regard to conflicts of law principles).  The arbitration proceedings must take place in the state of Delaware or remotely as allowed by the arbitrator, and will be conducted in English. The decision of the arbitrator is final, conclusive, and binding on the parties.

11. OTHER TERMS

  1. Entire Agreement and Changes. This agreement and the order constitute the entire agreement between the parties and supersede any prior or contemporaneous negotiations or agreements, whether oral or written, related to this subject matter. Customer is not relying on any representation concerning this subject matter, oral or written, not included in this agreement. No representation, promise, or inducement not included in this agreement is binding. No modification or waiver of any term of this agreement is effective unless both parties sign it, however this agreement may be modified or replaced through an online process provided by Auvik.
  2. No Assignment. Neither party may assign or transfer this agreement to a third party, nor delegate any duty, except that the agreement and all orders may be assigned, without the consent of the other party, as part of a merger or sale of all or substantially all a party’s businesses, assets, not involving a competitor of the other party, or at any time to an Affiliate.
  3. Export Compliance. The Service, the Software and Documentation, and Confidential Information may be subject to export laws and regulations of Canada, the United States and other jurisdictions.  Each party represents that it is not named on any U.S. government denied-party list.  Neither party will permit its personnel or representatives to access any Service in a U.S.-embargoed country or in violation of any applicable export law or regulation.
  4. Independent Contractors. The parties are independent contractors with respect to each other, and neither party is an agent, employee, or partner of the other party or the other party’s Affiliates.
  5. Enforceability and Force Majeure. If any term of this agreement is invalid or unenforceable, the other terms remain in effect. Neither party is liable for its non-performance due to events beyond its reasonable control, including but not limited to natural weather events and disasters, labor disruptions, and disruptions in the supply of utilities.
  6. Money Damages Insufficient. Any breach by a party of this agreement or violation of the other party’s intellectual property rights could cause irreparable injury or harm to the other party. The other party may seek a court order to stop any breach or avoid any future breach of this agreement.
  7. No Additional Terms. Auvik rejects additional or conflicting terms of a Customer’s form-purchasing document.
  8. Order of Precedence. If there is an inconsistency between this agreement and an order, the order prevails.
  9. Survival of Terms. All provisions of this agreement regarding payment, confidentiality, indemnification, limitations of liability, proprietary rights and such other provisions that by fair implication require performance beyond the term of this agreement must survive expiration or termination of this agreement until fully performed or otherwise are inapplicable. The UN Convention on Contracts for the International Sale of Goods does not apply.
  10. Feedback. If Customer provides feedback or suggestions about the Service, then Auvik (and those it allows to use its technology) may use such information without obligation to Customer. Customer can also submit ideas to our Idea Portal as described at: https://www.auvik.com/franklyit/blog/auvik-idea-portal/

[Effective July 15, 2022]

SUBSCRIPTION SERVICES AGREEMENT (MSP)

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THIS SERVICE.

BY USING THE SERVICE, CLICKING AGREE OR OTHER FORM OF ASSENT, YOU ARE AGREEING TO BE BOUND BY THIS AGREEMENT. IF YOU ARE AGREEING TO THIS AGREEMENT ON BEHALF OF OR FOR THE BENEFIT OF YOUR EMPLOYER, YOUR CUSTOMER OR A THIRD PARTY, THEN YOU REPRESENT AND WARRANT THAT YOU HAVE THE NECESSARY AUTHORITY TO AGREE TO THIS AGREEMENT ON THEIR BEHALF. 

This agreement is between Auvik Networks Inc., a Canadian BC corporation (Auvik), and the MSP agreeing to these terms (MSP).

1. SOFTWARE SERVICE

This agreement and the applicable order provide MSP and its Affiliates (defined below) access to and usage of a network monitoring and management web-based software service, including, without limitation, its features, functions, and user interface, and underlying software, to be used as part of a management service MSP provides to its customers (Customers), as specified on an order (Service).

2. USE OF SERVICE

  1. MSP Owned Data. All MSP provided data that is processed by the Service remains the property of MSP, as between Auvik and MSP (MSP Data). MSP represents and warrants to Auvik that MSP has provided all required notices and has obtained all required licenses, permissions, and consents regarding MSP Data for use within the Service under this agreement. MSP grants Auvik the right to use the MSP Data solely for purposes of performing under this agreement and for operating and improving its technology.
  2. Affiliates and Contractors. MSP, including its Affiliates, may enter into orders with Auvik and its Affiliates.  An Affiliate entering into an order agrees to be bound by this agreement as if it were an original party hereto. MSP may allow its Affiliates and contractors to use the Service, provided MSP is responsible for their compliance with the terms of this agreement, and use by its Affiliates and contractors is solely for MSP’s or Affiliate’s benefit. Affiliate means any company controlled by or under common control with the subject entity, directly or indirectly, with an ownership interest of at least 50%.
  3. MSP Responsibilities. MSP: (i) must keep its passwords secure and confidential and use industry-standard password management practices; (ii) is solely responsible for MSP Data and all activity in its account in the Service; (iii) must use commercially reasonable efforts to prevent unauthorized access to its account, and notify Auvik promptly of any such unauthorized access; and (iv) may use the Service only in accordance with the Service’s applicable technical documentation and applicable law.
  4. Auvik Support. Auvik must provide MSP support for the Service under the terms of Auvik’s Customer Support Policy (Support), which is located at www.auvik.com/terms.
  5. Free Trial Version. If MSP has registered for a trial use of the Service, MSP may access the Service for the specified trial period (unless extended by Auvik in writing or electronically). The Service is provided ‘AS IS’, with no warranty during this time period. All MSP Data will be deleted after the trial period, unless MSP converts its account to a paid Service.
  6. Third Party Service. The Service supports integrations and other connections to certain third-party services (Third Party Service), and it depends on continuing availability of and access to Third Party Service, including application programming interfaces, for full functionality of the Service. MSP is responsible for obtaining all rights and the payment of all fees associated with all Third-Party Service for purposes of this agreement.
  7. Access to MSP’s Computing Environment. In order to use the Service, MSP must download and install the Auvik’s Collector Software (defined below) to its and its Customer’s network environment and any third-party network managed by MSP, which will communicate with certain connected devices (Computing Environment). As part of the use of the Collector Software, MSP authorizes (i) remote communication between the Service and the Computing Environment; (ii) the Service to scan and evaluate the Computing Environment; and (iii) transfer of collected data to the Service, and represents and warrants that it has all rights to grant such authorization. MSP is solely responsible for configuring its Computing Environment for adequate security and protection. MSP is responsible for applying independent business judgment with respect to use of the Service and any decisions from the use of the Service.
  8. Collector Software. The Collector Software provided by Auvik as part of the Service (Collector Software) are licensed to MSP as follows: Auvik grants MSP a non-exclusive, non-transferable license during the term of an order, to use and copy such software within the Computing Environment in accordance with its technical documentation, solely in connection with the Service.
    • Updates. The Service may automatically check the version of the Collector Software and MSP may be required to use updates to the Collector Software to enable the Service to properly perform, which may be automatically downloaded to the Computing Environment. MSP consents to such automatic updates, which may occur without notice.
  9. API.  Auvik provides access to its application-programming interface (API) as part of the Service for no additional fee. Subject to the other terms of this Agreement, Auvik grants MSP a non-exclusive, nontransferable, terminable license to interact only with the Service as allowed by the API, and as follows:
    • Usage. MSP may not use the API in a manner–as reasonably determined by Auvik–that exceeds reasonable request volume, constitutes excessive or abusive usage, or fails to comply with any part of the API. If any of these occur, Auvik may suspend or terminate MSP’s access to the API on a temporary or permanent basis.
    • Endpoints. Auvik may change or remove existing endpoints or fields in API results upon at least 30 days’ notice to MSP, but Auvik will use commercially reasonable efforts to support the previous version of the API for at least 6 months. Auvik may add new endpoints or fields in API results without prior notice to MSP.
    • Disclaimer. The API is provided on an AS IS basis.  Auvik has no liability to MSP as a result of any change, temporary unavailability, suspension, or termination of access to the API.
  10. Beta. If MSP access any ‘beta’ or not generally available features or Services, such features and Services are provided AS IS for testing purposes only and the features and Services are not complete. These features and Services should not be used with production data. Auvik does not represent that any of these features or Services will be generally available and they may change, if they are made generally available.
  11. Customer Account. Each Customer will be required to agree to the user terms of service, when they first access their account within the Service.

3. SERVICE WARRANTY

  1. Warranty. Auvik warrants to MSP that: (i) the Service will perform in material compliance with its technical documentation; and (ii) neither the Service, nor Support (both defined above) nor the Security Measures (defined below) will materially decrease during any paid term. MSP’s exclusive remedy and Auvik’s sole obligation for Auvik’s breach of these warranties will be as described in the “Mutual Termination for Material Breach” and “Effect of Termination” sections set forth in this agreement.
  2. DISCLAIMER. AUVIK DISCLAIMS ALL OTHER WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, AND FITNESS FOR A PARTICULAR PURPOSE. WHILE AUVIK TAKES REASONABLE PHYSICAL, TECHNICAL, AND ADMINISTRATIVE MEASURES TO SECURE THE SERVICE, AUVIK DOES NOT GUARANTEE THAT THE SERVICE CANNOT BE COMPROMISED. MSP UNDERSTANDS AND AGREES THAT THE SERVICE MAY NOT BE ERROR-FREE AND THE USE MAY BE INTERRUPTED, AND AUVIK IS NOT RESPONSIBLE OR LIABLE FOR ANY THIRD-PARTY SERVICE ISSUES. AUVIK IS NOT LIABLE FOR PROBLEMS INHERENT IN USE OF THE INTERNET OR FOR ISSUES RELATED TO MSP’S OR A CUSTOMER’S NETWORK OR CLOUD PROVIDER ACCOUNTS, OR FOR DECISIONS MSP MAKES REGARDING ITS CONFIGURATION OF THE SERVICE. THE SERVICE IS ONE TOOL IN MSP’S CLOUD MANAGEMENT STRATEGY AND DOES NOT REPRESENT A SHIFT IN RESPONSIBILITY FOR MSP’S OVERALL CLOUD MANAGEMENT.

4. PAYMENT

  1. Fees and Payment. MSP must pay all fees as specified on the order, but if not specified, then within 30 days of receipt of an invoice. The fees are exclusive of sales, use, withholding, VAT and other similar taxes, and MSP is responsible for payment of such taxes at the rate and in the manner for the time being prescribed by law. If Auvik has the legal obligation to pay or collect taxes for which MSP is responsible under this section, Auvik will invoice MSP and MSP will pay that amount unless MSP provides Auvik with a valid tax exemption certificate authorized by the appropriate taxing authority. This agreement contemplates one or more orders for the Service, which orders are governed by the terms of this agreement.
    • Credit Cards. If MSP is paying fees using a credit card or another digital payment method supported by Auvik, MSP authorizes Auvik to charge MSP’s account for all fees owed to Auvik using that payment method. MSP must keep all billing account information current to ensure correct and timely payment of amounts due.
  2. Nonpayment.  If an invoiced amount is 14 days or more past due, Auvik may suspend Service and Support until the amount is paid in full, provided Auvik has given MSP at least 7 days’ prior written or electronic notice that its account is past due.
  3. Payment Notifications. MSP is solely responsible for keeping its email and contact information with Auvik up to date, for purposes of credit card transactions, any payment communication or other communications related to this agreement. MSP should contact Auvik support with these updates.
  4. Channel Resale. Notwithstanding the foregoing, if MSP is purchasing the Service through a channel reseller, the authorized terms of the subscription with such channel reseller will control with respect to all pricing and fees; provided, however that Auvik may suspend or terminate MSP’s access to the Service if such channel reseller has not paid Auvik the applicable fees relating to MSP’s use.

5. MUTUAL CONFIDENTIALITY AND DATA LOCATION

  1. Definition of Confidential Information. Confidential Information means all non-public information disclosed by a party (Discloser) to the other party (Recipient), whether orally, visually, or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure (Confidential Information). Auvik’s Confidential Information includes, without limitation, the Service, pricing information, and the Collector Software. MSP’s Confidential Information includes, without limitation, the MSP Data.
  2. Protection of Confidential Information. Recipient must use the same degree of care that it uses to protect the confidentiality of itsown confidential information of like kind (but not less than reasonable care) to: (i) not use any Confidential Information of Discloser for any purpose outside the scope of this agreement; and (ii) limit access to Confidential Information of Discloser to those of its and its Affiliates’ employeesand contractors who need that access for purposes consistent with this agreement and who have signed confidentialityagreements with Recipient containing protections not materially less protective of the Confidential Information thanthose in this agreement.
  3. Exclusions. Confidential Information excludes information that: (i) is or becomes generally known to the public without breach of any obligation owed to Discloser; (ii) was known to the Recipient before its disclosure by the Discloser without breach of any obligation owed to the Discloser; (iii) is received from a third party without breach of any obligation owed to Discloser; or (iv) is independently developed by the Recipient without use of or access to the Confidential Information. The Recipient may disclose Confidential Information to the extent required by law or court order but will provide Discloser with advance notice to seek a protective order.
  4. Data Security and Location and Sub Processors.
    • Data Security. More information on Auvik’s data security practices is located at: https://www.auvik.com/system-security (Security Measures).
    • Selection of Data Storage Region. While Auvik has its headquarters in Canada, each MSP selects the region where the MSP Data will be stored. More information is located at: Auvik Regions article.
      • Auvik will not change the country in which the MSP Data is stored ( except with the permission of MSP, where necessary as part of Auvik’s business continuity or disaster recovery plan, and as allowed by law or legal process).
    • Sub-Processors. Auvik has standard security controls to verify that its sub-processors’ security controls are substantially no less protective of MSP Data than the applicable Auvik’s security controls (including in respect of European customers for the Service, establishing the existence of or implementing, where required, contractual or other mechanisms to ensure adequate safeguards for the processing and any transfer of personal data as defined by privacy laws and regulations of the European Union, the EEA and their member states, Switzerland and the United Kingdom applicable to any personal data, as amended or replaced (Applicable Data Protection Law).
      • MSP grants Auvik the right to appoint third party sub-processors where appropriate and in compliance with Applicable Data Protection Law (see this link for more information here). MSP will be notified of any changes to the sub processors via electronic notices.
  5. Privacy Policy. Any use of personal information collected by Auvik in its role as controller, is governed by Auvik’s Privacy Policy.

6. PROPERTY

  1. Reservation of Rights. Auvik and its licensors are the sole owners of the Service and the Collector Software, including all associated intellectual property rights, and they remain only with Auvik. MSP may not remove or modify any proprietary marking or restrictive legends in the Service or Collector Software. Auvik reserves all rights that are not expressly granted in this agreement.
  2. Restrictions. MSP may not : (i) sell, resell, rent, or lease the Service on a stand-alone basis (i.e. without an additional fee and management service for the management services of the MSP); (ii) use the Service to store or transmit unsolicited marketing emails, libelous, or otherwise objectionable, unlawful, or tortious material, or to store or transmit infringing material in violation of third-party rights; (iii) interfere with or disrupt the integrity or performance of the Service; (iv) attempt to gain unauthorized access to the Service or its related systems or networks; (v) reverse engineer the Service or the Collector Software except as allowed by applicable law despite this limitation; or (vi) access the Service or use the Collector Software to build a competitive service or product, or copy any feature, function, or graphic for competitive purposes. Auvik may suspend Service to MSP if Auvik believes in good faith that MSP’s use of the Service poses an imminent threat to the security, availability or legality of the Service; in such event, Auvik will work with MSP to address the issue and restore Service as quickly as possible.
  3. Statistical Information. Auvik may compile statistical information and meta data related to the use and performance of the Service and may make such information (including without limitation, log data which does not contain MSP specific information) publicly available, provided that such information does not identify MSP Data, and there is no means to re-identify MSP Data. Auvik retains all intellectual property rights in such information.

7. TERM AND TERMINATION

  1. Term. This agreement continues until the 30th day after all orders have expired, unless earlier terminated as provided below.
  2. Term of Orders. The term of each order must be specified in the order.
  3. Mutual Termination for Material Breach. If either party is in material breach of this agreement, the other party may terminate this agreement at the end of a written 30-day notice/cure period if the breach has not been cured.
  4. Return of MSP Data.
    • Within 30 days after termination, upon request, Auvik will make the Service available for MSP to export MSP Data that is available for export as allowed by the functionality of the Service.
    • After such 30-day period, Auvik has no obligation to maintain the MSP Data and may destroy it.
  5. Effect of Termination. If this agreement is terminated for Auvik’s breach, Auvik will refund MSP fees prepaid for the remainder of the term of all orders after the termination effective date, less any unpaid amounts for overage. If this agreement is terminated for MSP’s breach, MSP will pay any unpaid fees for the term of all orders. Upon request, following any termination of this agreement, each party will destroy or return all of the other party’s property that it holds, subject to the “Return of MSP Data” section above.

8. LIABILITY LIMIT

  1. EXCLUSION OF INDIRECT DAMAGES. TO THE MAXIMUM EXTENT ALLOWED BY LAW, AUVIK IS NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT (INCLUDING, WITHOUT LIMITATION, COSTS OF DELAY; LOSS OF OR UNAUTHORIZED ACCESS TO DATA OR INFORMATION; AND LOST PROFITS, REVENUE, OR ANTICIPATED COST SAVINGS), EVEN IF IT KNOWS OF THE POSSIBILITY OR FORESEEABILITY OF SUCH DAMAGE OR LOSS.
  2. TOTAL LIMIT ON LIABILITY. TO THE MAXIMUM EXTENT ALLOWED BY LAW, EXCEPT FOR AUVIK’S INDEMNITY OBLIGATIONS OR THE INFRINGEMENT OR MISAPPROPRIATION BY EITHER PARTY OF THE INTELLECTUAL PROPERTY OF THE OTHER PARTY IN CONNECTION WITH THIS AGREEMENT, AUVIK’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT (WHETHER IN CONTRACT, TORT, OR OTHERWISE) DOES NOT EXCEED THE AMOUNT PAID BY CUSTOMER WITHIN THE 12-MONTH PERIOD PRIOR TO THE EVENT THAT GAVE RISE TO THE LIABILITY, EXCEPT THAT THIS CAP ON LIABILITY DOES NOT APPLY TO FEES OWED BY CUSTOMER UNDER AN ORDER.

9. INFRINGEMENT INDEMNITY FOR THIRD PARTY CLAIMS

  1. Auvik Indemnity. Auvik will defend or settle any third-party claim against MSP to the extent that such claim alleges that the Auvik technology used to provide the Service violates a copyright, patent, trademark, or other intellectual property right, if MSP: promptly notifies Auvik of the claim in writing; cooperates with Auvik in the defense; and allows Auvik to solely control the defense or settlement of the claim.
  2. Costs. Auvik will indemnify MSP from any infringement claim defense costs Auvik incurs in defending MSP, and Auvik negotiated settlement amounts, and court awarded damages.
  3. Process. If such a claim appears likely, then Auvik may modify the Service, procure the necessary rights, or replace it with the functional equivalent. If Auvik determines that none of these are reasonably available, then Auvik may terminate the Service and refund any prepaid and unused fees, less any overage fees owed.
  4. Exclusions. Auvik has no obligation for any claim arising from: Auvik’s compliance with MSP’s designs, specification, instructions, or technical information; a combination of the Service with other technology or aspects where the infringement would not occur but for the combination; use of MSP information; or technology or aspects not provided by Auvik. THIS SECTION CONTAINS CUSTOMER’S EXCLUSIVE REMEDIES AND AUVIK’S SOLE LIABILITY FOR INTELLECTUAL PROPERTY INFRINGEMENT CLAIMS.

10. GOVERNING LAW AND FORUM

  1. Canadian MSPs: For MSPs located in Canada, this agreement is governed by the laws of the Province of Ontario, Canada (without regard to conflicts of law principles) for any dispute between the parties or relating in any way to the subject matter of this agreement. Any suit or legal proceeding may be brought in the courts of the Province of Ontario, Canada, and MSP submits to this personal jurisdiction and venue. Nothing in this agreement prevents either party from seeking injunctive relief in a court of competent jurisdiction. The prevailing party in any litigation is entitled to recover its attorneys’ fees and costs from the other party.
    • English. It is the express will of the parties that this Agreement and all related documents have been drawn up in English. Where MSP’s primary address is in Québec, Canada, then it is the express will of the parties that this Agreement and all related documents be drawn up in English. C’est la volonté expresse des parties que le présent contrat et tous les documents connexes soient rédigés en anglais . Unless, and only to the extent, prohibited by law in Your jurisdiction, any and all disagreements, disputes, mediation, arbitration or litigation relating to this Agreement shall be conducted in the English language, including any correspondence, discovery, submissions, filings, pleadings, oral pleadings, arguments, oral arguments and orders or judgments.
  2. For All Other MSPs: For MSPs located outside of Canada, in the event of any dispute between the parties or relating in any way to the subject matter of this agreement, the parties hereto must try to settle the dispute. If they do not reach such a solution within a period of 60 days for any reason, then, upon notice by either party to the other, all disputes must be finally settled by binding arbitration administered by the American Arbitration Association in accordance with the provisions of its Commercial or International Arbitration Rules (Rules). The controversy must be submitted to one arbitrator in accordance with the Rules. This agreement is governed by the laws of the State of Delaware (without regard to conflicts of law principles). The arbitration proceedings must take place in the state of Delaware or remotely as allowed by the arbitrator, and will be conducted in English. The decision of the arbitrator is final, conclusive, and binding on the parties.

11. OTHER TERMS

  1. Entire Agreement and Changes. This agreement and the order constitute the entire agreement between the parties and supersede any prior or contemporaneous negotiations or agreements, whether oral or written, related to this subject matter. MSP is not relying on any representation concerning this subject matter, oral or written, not included in this agreement. No representation, promise, or inducement not included in this agreement is binding. No modification or waiver of any term of this agreement is effective unless both parties sign it, however this agreement may be modified or replaced through an online process provided by Auvik.
  2. No Assignment. Neither party may assign or transfer this agreement to a third party, nor delegate any duty, except that the agreement and all orders may be assigned, without the consent of the other party, as part of a merger or sale of all or substantially all a party’s businesses, assets, not involving a competitor of the other party, or at any time to an Affiliate.
  3. Export Compliance. The Service, the Software and Documentation, and Confidential Information may be subject to export laws and regulations of Canada, the United States and other jurisdictions.  Each party represents that it is not named on any U.S. government denied-party list.  Neither party will permit its personnel or representatives to access any Service in a U.S.-embargoed country or in violation of any applicable export law or regulation.
  4. Independent Contractors. The parties are independent contractors with respect to each other, and neither party is an agent, employee, or partner of the other party or the other party’s Affiliates.
  5. Enforceability and Force Majeure. If any term of this agreement is invalid or unenforceable, the other terms remain in effect. Neither party is liable for its non-performance due to events beyond its reasonable control, including but not limited to natural weather events and disasters, labor disruptions, and disruptions in the supply of utilities.
  6. Money Damages Insufficient. Any breach by a party of this agreement or violation of the other party’s intellectual property rights could cause irreparable injury or harm to the other party. The other party may seek a court order to stop any breach or avoid any future breach of this agreement.
  7. No Additional Terms. Auvik rejects additional or conflicting terms of a MSP’s form-purchasing document.
  8. Order of Precedence. If there is an inconsistency between this agreement and an order, the order prevails.
  9. Survival of Terms. All provisions of this agreement regarding payment, confidentiality, indemnification, limitations of liability, proprietary rights and such other provisions that by fair implication require performance beyond the term of this agreement must survive expiration or termination of this agreement until fully performed or otherwise are inapplicable. The UN Convention on Contracts for the International Sale of Goods does not apply.
  10. Feedback. If MSP provides feedback or suggestions about the Service, then Auvik (and those it allows to use its technology) may use such information without obligation to MSP. MSP can also submit ideas to our Idea Portal as described at: https://www.auvik.com/franklyit/blog/auvik-idea-portal/

[Effective July 15, 2022]

Auvik Networks Inc. Terms of Service

This Agreement was last revised on March 7, 2022.

Before we get started, you should know how this document is laid out. Below on the left is the full legal agreement, which is important for you to read, and is what will apply if we ever get into an argument with each other (as if we would!). On the right is the gist of the agreement, which is written in plain English. For clarity, the text set out in the “In other words” portions of this Agreement shall not be interpreted to diminish the obligations otherwise set forth in this Agreement.

The following are terms of a legal agreement (“Agreement”) between Auvik Networks Inc. (“Auvik”, “Our”, “Us” or “We”) and you (“You” or “Your”) and applies to Your use of the Services (as defined below).The terms of the quote executed by You and Auvik (the “Quote”), including the fees payable for the Services set out therein, form part of this Agreement.

IMPORTANT! If You are being directed to this Agreement because you are purchasing a product or service from someone other than Auvik that happens to include services from Auvik, please read this first.

1. INTRODUCTION

1.1 Description of the Services. Auvik operates network management service known as ‘Auvik’ (the “Auvik Service”). The Auvik Service automatically discovers Your network, showing how devices are configured to communicate with each other, and it gathers network events, configuration and logs in one dashboard to allow You to quickly identify and resolve network issues. The services offered by Auvik include: (i) the Auvik Service (as updated from time to time); (ii) any Auvik-branded software; (iii) those offered on any Auvik-branded URL, including www.auvik.com (the “Website”); and (iv) any other features, content, or applications offered or operated from time to time by Auvik in connection with Auvik’s business (collectively, “Services”).

1.2 Scope of this Agreement. This Agreement constitutes legally binding terms and applies to Your use of the Services regardless of the type of computer, tablet, smartphone or other device (“Device“) used to access them unless such Services post a different terms of use, terms of service or end user license agreement, in which case that agreement (“Other Terms”) shall instead govern. By accessing and/or using any of the Services, You agree to be bound by this Agreement (or if applicable, the Other Terms), whether You are a “Visitor” (which means that You simply browse the Website, or otherwise use the Services without being registered) or You are a “Customer” (which means that You have registered with Auvik). The term “User” refers to a Visitor or a Customer. You are authorized to use the Services (regardless of whether Your access or use is intended) only if You agree to abide by all applicable laws, rules and regulations (“Applicable Law“) and the terms of this Agreement and any applicable Other Terms. In addition, as a condition to becoming a Customer and/or making use of the Services, You must indicate Your acceptance of this Agreement during the registration process. Only after acceptance may You create Your Account (as defined below) in accordance with this Agreement.

1.3 Additional Terms. In some instances, both this Agreement and separate guidelines, rules, or terms of service, use or sale setting forth additional or different terms and/or conditions will apply to Your use of the Services or to a service or product offered via the Services (in each such instance, and collectively, “Additional Terms”). To the extent there is a conflict between this Agreement and any Additional Terms, the Additional Terms will control unless the Additional Terms expressly state otherwise. Please also review the terms of the Privacy Policy (as defined below), as they also apply.

1.4 Acceptance. Each purchase order, vendor form, payment form and such like, issued by You (“Purchase Order”) is an offer to Auvik for the purchase of Services. By accessing, receiving, and/or using the Services, You agree, without limitation or qualification, to be bound by and to comply with this Agreement, Other Terms, Additional Terms and Applicable Laws (collectively, “the Accepted Terms”). These Accepted Terms apply to each Purchase Order and are included in each Purchase Order by reference. Any other modification of this Agreement must be expressly stated in the Purchase Order and mutually agreed to in writing by Auvik.

Even if Auvik is required to sign Your Purchase Order through an administrative process, it is not an acceptance of any offer made by You. All sales by Auvik to You are subject to, and are expressly conditioned upon assent to, this Agreement. Auvik hereby objects to any additional or different terms or conditions, and notifies You that Auvik is unwilling to sell on any terms or conditions other than the terms of this Agreement.

If You do not agree to be bound by this Agreement (and any applicable Other Terms or Additional Terms) and to abide by all Applicable Laws, then You are not authorized to use the applicable Services and must immediately discontinue use and permanently delete all software components in your possession that were provided by Auvik in relation to the Services.

1.5 Use of the Services on Behalf of an Organization. If You are using the Services on behalf of an organization: (i) You are agreeing to this Agreement for that organization and represent and warrant to Auvik that You have the authority to bind that organization to this Agreement (in which event, “You” and “Your” will refer to that organization) unless that organization has a separate contract in effect with Us, in which event the terms of that contract will govern Your use of the Services; (ii) You may use the Services only in compliance with this Agreement and only if You have the power to form a contract with Auvik and are not barred under any Applicable Laws from doing so; and (iii) Your use of the Services shall be governed by this Agreement, except where any separate agreement made between You and Us governing Your Account expressly supersedes or prevails over this Agreement. If, after acceptance of this Agreement, We find that You do not have the legal authority to bind such organization, You will be personally responsible for the obligations contained in this Agreement.

1.6 Location of Provision of the Services and Location of Data. While Auvik operates from Canada, the Services, information that we collect and Network Data (as defined below) are transferred to and hosted in the United States and other jurisdictions as part of Your use of the Services, Your information and Your Content may become, during the period that they are hosted outside Canada, subject to the laws of the jurisdiction in which the servers hosting them reside and/or to the terms of agreements respecting the hosting of data on such servers. We have made reasonable efforts to verify that Our agreements with such server providers are substantially no less protective of Your data, including in respect of European Customers for the Auvik Service, establishing the existence of or implementing, where required, contractual and/or other mechanisms to ensure adequate safeguards for the processing and any transfer of personal data as defined by privacy laws and regulations of the European Union, the EEA and their member states, Switzerland and the United Kingdom applicable to any personal data, as amended reenacted and/or replaced or in force from time to time (“Applicable Data Protection Law“).You grant a general authorization to Auvik to appoint third party server providers, data centre operators, outsourced support providers as sub-processors where required under Applicable Data Protection Law to support the performance of the Auvik Services and who are listed and maintained here. We will add the names of new and replacement sub-processors to the list prior to them starting sub-processing and inform You of any intended changes where required under Applicable Data Protection Law. You acknowledge that You are solely responsible to back up and retain copies of Your information and Your Content. Auvik does not represent that Content (as defined below) or other materials presented on or through the Services are appropriate or available for use in other locations or jurisdictions. If You access the Services from a jurisdiction other than Canada, You agree that You do so on Your own initiative, and are responsible for compliance with local laws.

In other words,

This section introduces the core concepts of our Terms of Service, including a brief description of Auvik’s product and definitions of certain terms used in the Agreement (“device,” “user,” etc.). We state that, by using Auvik, you implicitly accept these Terms of Service and any other terms provided to you for specific products and services. You agree you have your organization’s permission to use our products and services. Finally, we clarify that we operate in Canada but information and data transferred through and stored within our system may be hosted in or transmitted to or from the United States or other jurisdictions, and may be subject to events beyond our control.

2. INTERPRETATION

2.1 Eligibility. Use of the Services is void where prohibited. By using the Services, You represent and warrant that: (a) all registration information You submit to Auvik is truthful and accurate; (b) You will maintain the accuracy of such information; and (c) Your use of the Services does not violate any Applicable Law.

2.2 Modification of this Agreement. Auvik, in its sole and absolute discretion, may change or modify this Agreement and any of the Other Terms or Additional Terms, at any time, and such changes or modifications shall be effective immediately upon posting to the Website. Except with respect to changes required in order to comply with Applicable Law, Auvik will not change or modify this Agreement, any of the Other Terms or the Additional Terms in a manner which diminishes your rights hereunder. You acknowledge and agree that: (i) Auvik may notify You of such changes or modifications by posting them to the Website and/or the Auvik Service (including, without limitation, by notification through the Auvik Service’s sign-in processes) or by e-mail; and (ii) Your use of the Services after such changes or modifications have been made (as indicated by the “Last Updated” date at the top of this page) shall constitute Your acceptance of this Agreement as last revised. If You do not agree to such amended or modified Agreement, then You must immediately stop using the Services and terminate this Agreement in accordance with Section 17.

2.3 Changes to the Services. We continually update and test various aspects of the Services, including features, functions and user interfaces. We reserve the right to, and by using the Services You agree that We may, include You in or exclude You from these tests without notice. We reserve the right in Our sole and absolute discretion to make changes from time to time and without notice in how We offer and operate the Services. Auvik reserves the right to modify, suspend or terminate the Services (or any part thereof), either temporarily or permanently, at any time or from time to time, with or without prior notice or liability to You. Without limiting the foregoing, Auvik may provide notice of any such changes to the Services by posting them on the Website and/or via the Services. Auvik reserves the right, in its sole discretion, to make necessary unscheduled deployments of changes, updates or enhancements to the Services at any time. We may add or remove functionalities or features, and We may suspend or stop a Service altogether. You agree that Auvik shall not be liable to You or any party for any modification or cessation of the Services. You acknowledge that Auvik has no express or implied obligation to provide, or continue to provide, the Services, or any part thereof, now or in the future; and in addition, Auvik may at any time, upon prior notice and/or as required by Applicable Law, institute or revise fees for the Services. Auvik reserves the right to modify or replace any of its policies and practices related to the Services. To the extent that any of the foregoing requires a modification of this Agreement, such modification will be made in accordance with Section 2.2 above. Notwithstanding the foregoing, if Auvik determines that it will terminate a core functionality of the Services and where You have committed to a fixed term for using the Services, Auvik shall continue to make such Services available for the remainder of your term, except where such termination results from (i) Auvik addressing an intellectual property infringement concern or (ii) Auvik complying with Applicable Law.

In other words,

Consider this section a heads up that we’ll update and improve our product over time, and will modify these Terms of Service accordingly. Expect your experience with Auvik to change and know that we’ll do our best to notify you when such changes occur.

3. OWNERSHIP AND RESERVATION OF RIGHTS

All trademarks, service marks, patents, copyrights, trade secrets and other intellectual property or proprietary rights in or related to the Services are and will remain the exclusive property of Auvik or its licensors, whether or not specifically recognized or perfected under local law. You will not acquire any rights in the Services except the limited use right specified in this Agreement. The Services are confidential and proprietary information of Auvik or its licensors. You agree to take commercially reasonable steps to protect the Services from unauthorized disclosure or use.

In other words,

Auvik retains ownership of our intellectual property even though you’ll become aware of it and have exposure to it during your use of our product.

4. THE SERVICES

4.1 Rights to use the Services. Provided You comply at all times with this Agreement, pay all applicable fees, and otherwise remain subject to the terms and conditions of this Agreement, Auvik hereby grants You, and You hereby accept from Auvik, a personal, non-exclusive, non-assignable, non-transferable, revocable, limited right to (i) access and use the Services; (ii) install Components (as defined below) on Your Environment (as defined below); and (iii) to use Components for the sole purpose of enabling You to use the Services in the manner permitted by this Agreement. For greater certainty, you may use the Services and Components only in the context of managing networks and systems in Your Environment, unless You use the Services and Components to provide network management services to a third party, in which case You are solely responsible for such relationship, and will indemnify, defend and hold Auvik harmless from and against any claims made by such third party in relation to Your services, including the Services and Components used by You to provide the services. Your use of the Services and Components must be in strict compliance with this Agreement and all Applicable Laws.

4.2 Access to Your Environment. In order to use the Auvik Services, You must download and install from time to time certain software components made available by Auvik (“Components”) on Your network environment and systems, or on a third party network environment and systems for which you have been expressly authorized by such third party to provide network management services (“Your Environment”) that, when loaded and approved by You, will, among other things, (i) allow communication between Us and Your Environment and any Device that is connected to Your Environment (collectively, “Your Network”); (ii) allow Us to scan and evaluate Your Network; and (iii) extract data from Your Network and transfer such data to the Services and otherwise to Us. You acknowledge and agree that by installing and using Components. Updates to Components provided by Auvik are provided at no additional cost. You hereby authorize and allow Auvik during the term of this Agreement to access, scan and evaluate Your Network and to extract data from and about Your Network for the purposes of providing the Services to You, and You represent and warrant that you have all rights to grant such authorization on behalf of any third party to whom you are providing network management services by using the Services. You are wholly responsible for configuring Your Network (including, but not limited to, the Devices connected to Your Network) for adequate security and protection. We do not guarantee that errors or irregularities will not occur, or that errors or irregularities will be detected should they occur. You are fully and solely responsible for applying independent business judgment with respect to the Services and Your Network, to make implementation decisions, if any, and to determine further courses of action with respect to any matters addressed in the Services in relation to Your Network.

4.3 Components. For greater certainty, all Components are part of the Services. All Components are licensed, not sold. Unless We notify You otherwise, the Components license ends when Your access to the Services ends. You must then promptly uninstall and permanently delete the Components, or We may disable them. You must not work around any technical limitations in the Components. When You install and use the Components, We may automatically check Your version of the Components. You understand that the Components are evolving. As a result, We may require You to accept updates to the Components that You have installed. We may also automatically download to Your systems and Devices new versions of the Components, and by using the Services and agreeing to this Agreement, You consent to such automatic updates and downloads. You acknowledge and agree that We may update the Components with or without notifying You. You may need to update third party software from time to time in order to use the Components. If at any time You wish to revoke Your consent to such automatic updates and downloads, You may do so at any time by contacting Us. However, if You do so, We may terminate Your access to the Services, as provision of the Services may be dependent upon Our Users having the most up to date versions of Components.

4.4 Your Account, Password, and Security. In order to access and use the Auvik Services, We require You to open an account with Auvik (“Account”). Opening an Account requires You to complete an online registration process by providing Us with current, complete and accurate information as prompted by Us during the registration process. You represent and warrant to Us that all information that You submit when You register for Your Account is accurate, current and complete, and that You will keep Your Account information accurate, current and complete. You may be required to choose a password for Your Account. You are entirely responsible for maintaining the confidentiality of Your password and Account. Furthermore, You agree to notify Auvik immediately of any unauthorized use of Your Account or any other breach of security. Auvik will not be liable for any loss that You may incur as a result of Your failure to keep confidential Your password or Account. However, You could be held liable for losses incurred by Auvik or another party due to someone else using Your Account or password. The foregoing liability provisions shall survive the termination or expiration of this Agreement. You may not use anyone else’s Account at any time without the permission of the Account holder.

4.5 Acceptable Use. You shall not use the Services in any fashion except as expressly permitted by this Agreement. Without limiting the generality of the foregoing, You shall not, and shall not encourage or assist any third party to, directly or indirectly, do any of the following acts: (i) sell, reproduce, modify or attempt to modify the Services or any of Auvik’s Content (as defined below) in any way; (ii) reverse engineer, disassemble or decompile any software used to provide or access the Services (including, without limitation, the Auvik Service and/or Components), or attempt to discover or recreate the source code used to provide or access the Services; (iii) use any of the Services in any manner or for any purpose other than as expressly permitted by this Agreement, Other Terms or Additional Terms; (iv) sell, lend, rent, resell, lease, sublicense or otherwise transfer any of the rights granted to You with respect to the Services to any third party; (v) remove, obscure or alter any proprietary rights notice pertaining to the Services; (vi) access or use the Services in a way intended to improperly avoid incurring fees or exceeding usage limits or quotas; (vii) use the Services to engage in any unlawful or fraudulent activity or perpetrate a hoax or engage in phishing schemes or forgery or other similar falsification or manipulation of data; (viii) use the Services to post any inappropriate Content, such as Content: (1) containing unlawful, defamatory, threatening, pornographic, abusive, libelous or otherwise objectionable material of any kind or nature, (2) containing any material that encourages conduct that could constitute a criminal offense, or (3) that violates the intellectual property rights or rights to the publicity or privacy of others; (ix) interfere with or disrupt servers or networks used by Auvik to provide the Services or used by other Users to access the Services, or violate any third party regulations, policies or procedures of such servers or networks or harass or interfere with another User’s full use and enjoyment of any Software or the Services; (x) cause, in Auvik’s sole discretion, inordinate burden on the Services or Auvik’s system resources or capacity; (xi) modify, translate, or create derivative works based on any portion of the Services or any Auvik Content; (xii) access or use the Services in order to build a competitive product or Services or copy any features or functions of the Services; (xiii) circumvent or modify, attempt to circumvent or modify, or encourage or assist any other party in circumventing or modifying any security technology or software that is part of the Services; (xiv) impersonate or attempt to impersonate Auvik or Our employees (including, without limitation, the use of e-mail addresses associated with any of the foregoing); (xv) use the Account, username, or password of another User of the Services at any time; or (xvi) violate any Applicable Law. You acknowledge and additionally agree that We reserve the right to stop any conduct that restricts or inhibits other Users of the Services from fully utilizing and enjoying the Services and, further, We reserve the right to act to delete any and all Content (as defined below) that contravenes any of this Agreement or which may otherwise have a negative impact on the safe, respectful, legal, friendly and courteous operation of the Services.

In other words,

In this rather lengthy section, we outline the various components and features of our product and explain the terms according to which you can access and use them. We go into excruciating detail about the many nefarious things we prohibit you from doing with our product, such as reverse-engineering our software or storing defamatory, threatening, or otherwise unlawful content. Long story short: Take responsibility for your stuff and what you do, and please use our product for good, not evil. Thanks a bunch!

5. FEES AND TAXES

5.1 In consideration for providing the Services to You, You shall pay Us in accordance with Our fee schedule and fee policies that are applicable to the Services and that are in effect at the time that you purchase the Services, unless otherwise agreed upon by You and Us in writing and in advance. Fees are based on Services purchased and not actual usage. Payment obligations are non-cancellable and fees paid are non-refundable; for greater certainty, any fees that have pre-paid by You for Services that are unused due to any early termination of this Agreement shall not be refundable. The base subscription fee for the Services is payable in advance, and any billable items over what’s included in the subscription are payable in arrears.

5.2 Where You pay fees by means of a credit card, You authorize Us to automatically charge You for any and all fees incurred by You for Services. If Your credit card is rejected for any reason, You will be responsible for any fees and charges associated with such rejection. The foregoing shall not limit Our ability to exercise any rights available to it in law or equity respecting the collection of any amounts payable hereunder.

5.3 If You fail to pay any amount due under this Agreement within thirty (30) days of such payment becoming due and payable, in addition to any other rights and remedies available to Us, We shall be entitled to charge interest on all outstanding amounts at the lesser of 1.5% per month or the maximum rate permitted by law, such interest commencing as of the due date for such payment. You shall also be responsible for paying for all reasonable fees and costs incurred by Us, including legal fees, in collecting any overdue amounts or enforcing any provision of this Agreement.

5.4 You are responsible for, and shall pay all taxes relating to this Agreement, excluding any taxes based on Our net income. Unless otherwise indicated, all amounts payable by You under this Agreement are exclusive of any tax, duty, levy, or similar government charge that may be assessed by any jurisdiction, whether based on gross revenue, the delivery, possession or use of the Services, the execution of this Agreement or otherwise. If You are required to withhold any taxes from payments owed under this Agreement, the amount of payment due shall automatically be increased to offset such tax, so that the amount actually remitted to Us shall equal the amount invoiced or otherwise due.

In other words,

Though we’d love to provide our customers with our product for free, we’re running a business, so you’re going to have to pay us to use it. If you don’t pay us on time, you’ll have to pay us a bit extra for the hassle. Also, you have to pay any applicable taxes, or the government will be mad at you and us.

6. THIRD PARTY TECHNOLOGY

The Services may contain features or functionality designed to interoperate and/or integrate with software, applications or services that are provided by parties other than Auvik or You (“Third Party Services”). To use such features, You may be required to obtain access to such Third Party Services from their providers (which may require You to pay fees to the provider of such Third Party Services). We do not endorse and are not responsible or liable for the products or services provided by such third parties. We are not responsible for the operation or functionality of any Third Party Services. You are solely responsible for Your use of any Third Party Services, and for compliance with any terms and conditions applicable to such Third Party Services. ANY THIRD PARTY SERVICES DOWNLOADED OR OTHERWISE OBTAINED IN CONNECTION WITH YOUR USE OF THE SERVICES IS DONE SO AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR SYSTEMS, DEVICES, NETWORKS, INTERNET ACCESS, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH THIRD PARTY SERVICE. If the provider of any such Third Party Services ceases to make the Third Party Services available for interoperation with the corresponding Services features or functionality, We may cease providing such features or functionality.

In other words,

Certain third-party technologies integrate into our system. We must acknowledge the possibility that such third-party technologies could experience technical problems or outages, which could compromise performance of certain features of our product. Generally, those issues will need to be taken care of by you, not us, since you have the relationship with the third-party technology providers.

7. SUPPORT

If You need assistance with Your Account or the Services, please visit the support portions of the Website and/or the Service. There You will find the answers to many frequently asked questions and information on reaching a support representative. In certain instances, We may best be able to assist You by using a remote access support tool through which We have full access to your Devices and Your Networks. If You do not want Us to have this access, You should not consent to support through the remote access support tool, and We will assist You through other means. Although We will make commercially reasonable efforts to resolve any issues You may have, We make no guarantees whatsoever with respect to the provision of a solution, and the warranty disclaimer in Section 14 applies to all support that we provide. In the event of any conflict between this Agreement and information provided by Our customer service representatives or other portions of the Website, this Agreement will control.

In other words,

We offer various support options if you need help setting up, troubleshooting or making full use of our product. You can contact Auvik support through our website, by email, or by phone, and can access support documentation on our website. Customer support is a top priority for Auvik, and we’ll always try our best to help you.

8. PRIVACY

You acknowledge and agree that any and all uses of the Services are further subject to Our privacy policy, which is located at https://www.auvik.com/privacy-policy/ (“Privacy Policy“). The Privacy Policy provides Your rights and Our responsibilities with regard to Our collection and use of personal information as well as Our use of internet tags, graphic tags, web beacons and cookies (collectively, “Cookies”). We will not use personal information or Cookies in any way inconsistent with the purposes and limitations provided in the Privacy Policy.. The Privacy Policy may be updated from time to time at Our discretion. Changes to the Privacy Policy will be effective when We post the changes to the Website or as otherwise provided for in the Privacy Policy.

In other words,

We take privacy very seriously. We won’t disclose, share, or sell your personal information or data unless you tell us we can, or the law requires us to. Promise! Our privacy policy elaborates on how we handle any personal information you give us, and describes how we use cookies and other tracking technologies on our website and within our Services.

9. NETWORK DATA AND METADATA

9.1 Network Data. As between the parties, You retain all right, title and interest in and to Network Data (as defined below) and We only have and obtain the rights to Network Data that are set out in this Agreement. In this Agreement, “Network Data” means (i) data in respect of Your Network (including, Your Environment) provided by You to Us during the course of accessing and using the Services; and/or (ii) data or information that is generated by or derived from Your use of the Services (including, but not limited to, through the use of Components); and/or (iii) data or information that is generated or derived from Our access to Your Network (including, without limitation, the systems or Devices connected to Your Environment).

9.2 Metadata. Auvik is continuously looking for ways to optimize and improve the Services and Our business generally. Creating and generating Metadata (as defined below) helps Us in that regard. We will, from time to time, create anonymous data and records derived from or generated by Network Data (collectively, “Metadata”). By using the Services, You hereby grant to Us a world-wide, fully-paid, royalty-free, perpetual, unrestricted, transferable, sub-licensable, right and license to use Network Data for the purposes of creating Metadata. We exclusively own all rights, including, but not limited to, intellectual property rights, in and to all Metadata and We are entitled to the unrestricted use and dissemination of all Metadata for any purpose (commercial or otherwise).

In other words,

In delivering our Services, we’ll be collecting data about the networks you manage. You own this data but we retain the right to access and use it. We also collect anonymized metadata generated by your use of our product, which we may use to inform development of future products and services. By “anonymized,” we mean that this data will never be identifiable as yours.

10. CONTENT

10.1 Your Content. Auvik does not claim any ownership rights in the text, files, documents, reports, results, information, bulletins, images, logos, photos, video, works, works of authorship, applications, or any other materials (collectively, “Content”) that You transmit, submit, display or publish (“post”) on, through or in connection with the Services. After posting Your Content on, through or in connection with the Services, You continue to retain any such rights that You may have in Your Content, subject to the limited license granted by You in this Agreement. By posting any Content on, through or in connection with the Services, You hereby grant to Auvik non-exclusive, transferrable, sublicensable, royalty-free, fully paid, perpetual, worldwide limited license to use, modify, delete from, add to, combine with other content, publicly display, reproduce, transmit, and distribute such Content solely on, through or in connection with the Services and solely for the purpose of making the Services available to You and Users. You represent and warrant that: (i) You own the Content posted by You on, through or in connection with the Services, or otherwise have the right to grant the license set forth in this Section 10.1; (ii) the posting of Your Content on, through or in connection with the Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any party; and (iii) no fees or payments of any kind shall be due by Auvik to any organization for the distribution of Your Content as contemplated by this Agreement and You agree to pay for all royalties, fees, and any other monies owing to any party by reason of the use of any Your Content. You agree to pay for all royalties, fees, and any other monies owing to any party by reason of the use of any Content posted by You on or through the Services.

10.2 User Content. The Services may contain Content posted by Users (“User Content“). Except as otherwise provided within this Agreement, or in any Other Terms or Additional Terms, You may not copy, download, communicate, make available, modify, translate, publish, broadcast, transmit, distribute, perform, display, sell or otherwise use any User Content appearing on or through the Services.

10.3 Auvik’s Responsibility for Content. Auvik may delete any Content (including, but not limited to, Your Content) that in the sole judgment of Auvik violates this Agreement or which may be offensive, illegal or violate the rights of any party, or harm or threaten the safety of any party. Auvik assumes no responsibility for monitoring the Services for inappropriate Content or conduct. If at any time Auvik chooses, in its sole discretion, to monitor the Services, Auvik nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the party submitting such Content. Auvik cannot, does not and will not guarantee the accuracy, completeness and quality of any Content appearing on, transmitted through, or otherwise made available by, the Services, including, but not limited to, any Auvik Content or User Content. You acknowledge and agree that reliance on any Content accessible through the Services is solely at Your own risk. WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PERSON FOR THE USE, MISUSE OR RELIANCE ON ANY CONTENT.

In other words,

You own whatever content you transmit, submit, display, or publish on or through our product. We’re not responsible for your content, but we do have a free and unlimited license to use or republish it (just so you and users can use our product). We hold the right to delete content you’ve transmitted, submitted, displayed, or published that violates our Terms of Service.

11. CONFIDENTIALITY

11.1 Confidentiality. Information or data that You disclose or make available to Us (whether through the Services or otherwise) is: (a) personal information that is subject to the Privacy Policy (b) explicitly subject to a written non-disclosure agreement that We have entered into with You, or (c) usernames, passwords or other credentials for Your Environment that You provide or make available to Us through the Services, will be treated as confidential – all other information or data you choose to disclose or make available to us will be treated as non-confidential, regardless of whether You mark it as “confidential,” “proprietary,” or the like. We maintain appropriate technical and organizational measures, internal controls, and data security routines intended to protect the data provided by You to Us during the course of accessing and using the Services against accidental loss or change, unauthorized disclosure or access, or unlawful destruction. You acknowledge and agree that, notwithstanding such measures, use of or connection to the Internet provides the opportunity for unauthorized third parties to circumvent such precautions and illegally gain access to the Services or Network Data. Therefore, We cannot, and shall not be liable to You or any other party for any unauthorized disclosure or access, or use of Network Data or Your Content except where We are grossly negligent.

11.2 Data Processing. To the extent personal information You disclose or make available to Us in relation to Your use as a Customer of the Auvik Service constitutes personal data as defined by Applicable Data Protection Laws, (including usernames or log-in information associated with Your Account), You acknowledge that, You are the controller and We are the processor (where controller and processor have the meanings as defined in Applicable Data Protection Law). We process personal data to deliver the Auvik Service as instructed by You unless We are required otherwise by Applicable Laws or if, in Our opinion, an instruction by You infringes Applicable Laws (in which case We will tell You unless those Laws prevent Us from doing so). We shall i) ensure We implement and maintain appropriate technical and organizational measures against accidental or unlawful destruction, loss, alteration, unauthorized disclosure of or access to personal data, taking account the nature of the data, the state of technology and the cost of implementing any measures ii) ensure that personnel authorized to access and/or process the personal data are obliged to keep the personal data confidential; iii) only transfer any personal data as described in Section 1.6 above, iv) assist You insofar as is possible in responding to any request from a data subject and in ensuring compliance with your obligations under Applicable Data Protection Laws with respect to security, Breach Notices (as defined below), impact assessment and consultations with supervisory authorities; v) notify You as soon as is reasonably practicable on becoming aware, of any breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of or access to personal data (“Breach Notice“); and vi) make available to You, such information in Our possession or control as You may reasonably request, with a view to demonstrating Our compliance with the obligations of a processor under Applicable Data Protection Law in relation to the processing of any personal data under the Auvik Service, including allowing for or contributing to audits.

In other words,

Any non-personal information made available to us through your use of our product falls outside the Privacy Policy, and we’ll only treat certain obvious things as being confidential. We do just about everything humanly (and technically) possible to protect your information, but if someone illegally hacks our system and steals that data, we can’t be held responsible unless that unlawful access was due to a clear fault on our part. Where We process personal data on Your behalf in connection with providing the Auvik Service, We will seek to abide by Applicable Data Protection Law relevant to that processing.

12. FEEDBACK

We welcome Your feedback and comments regarding the Services. By submitting or providing Us with comments, messages, suggestions, ideas, concepts, feedback or other information about the Services, Auvik and/or its operations (collectively, “Submissions”) You thereby and hereby: (a) represent and warrant that none of the Submissions are confidential or proprietary to You or to any other party; (b) represent and warrant that none of the Submissions breach any agreement to which You are a party; and (c) grant Auvik an exclusive fully paid-up, royalty-free, perpetual, irrevocable, unrestricted, transferable, sub-licensable, worldwide right and license to use, share and commercialize Your Submissions in any way and for any purpose. You also waive in favour of Auvik and its successors and assigns any and all of Your moral rights in and to all Submissions. These rights survive this Agreement.

In other words,

We want feedback about your experience with Auvik. We invite you to be vocal, candid, and detailed when providing feedback. But don’t give us feedback that contains anything you want to keep secret, because we’re going to use it to improve our services.

13. TEST OR “BETA” FEATURES

From time to time, We may offer new “beta” features or tools for the Services for You to evaluate. Such features or tools are offered solely for experimental and evaluation purposes and without any warranty or condition of any kind, and may be modified or discontinued at any time at Our sole discretion.

In other words,

Our product is always under development. You may experience bugs, notice imperfections, or encounter features in “beta” development. When you do, we’d love to hear about your experience.

14. WARRANTY DISCLAIMER

TO THE MAXIMUM EXTENT PERMISSIBLE BY LAW, THE SERVICES (INCLUDING, BUT NOT LIMITED TO, YOUR ACCESS TO AND USE OF THE SERVICES) ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”. AUVIK MAKES NO REPRESENTATIONS OR WARRANTIES, AND THERE ARE NO CONDITIONS, ENDORSEMENTS, UNDERTAKINGS, GUARANTEES, REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, (INCLUDING WITHOUT LIMITATION ANY EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF QUALITY, PERFORMANCE, RESULTS, FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, MERCHANTABLE QUALITY, DURABILITY, TITLE, NON-INFRINGEMENT OR ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF THE TRADE) AS TO, ARISING OUT OF OR RELATED TO THE FOLLOWING: (I) THIS AGREEMENT; (II) THE SERVICES (INCLUDING, WITHOUT LIMITATION, (A) THE PERFORMANCE OF THE SERVICES OR ITS FAILURE TO PERFORM, (B) THE AVAILABILITY OR RELIABILITY OF THE SERVICES, (C) THE FUNCTIONS, CONTENT AND INFORMATION MADE ACCESSIBLE OR AVAILABLE ON OR THROUGH THE SERVICES, AND (D) COMPONENTS); AND/OR (III) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION OR DATA TRANSMITTED TO OR FROM AUVIK, YOU OR OTHERS VIA THE SERVICES.

In other words,

Auvik makes no promises or guarantees about our product’s performance or reliability. We want to set your expectations accurately out of the gate.

15. INDEMNITY

At Auvik’s request, You will defend, hold harmless, and indemnify Auvik and its directors, officers, employees, agents, subsidiaries, affiliates and each of their successors from and against all third party claims, actions, demands, proceedings, damages, costs and liabilities of any kind (collectively, “Claims”) to the extent that the Claims arise out of or relate to Your use of the Services, Your Content or Your breach of Your warranties or obligations under this Agreement.

In other words,

Let’s say (and we’re talking hypothetically here) you made a boo boo that got a third party angry at us. You gotta have our back if that happens.

16. LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES WILL AUVIK AND/OR ITS LICENSORS OR REPRESENTATIVES (INCLUDING DIRECTORS, OFFICERS AND EMPLOYEES) BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE OR INCIDENTAL DAMAGES, WHETHER FORESEEABLE OR UNFORESEEABLE, (INCLUDING, BUT NOT LIMITED TO, CLAIMS FOR LOSS OF DATA, GOODWILL, PROFITS, LOSS OF BUSINESS REVENUE OR EARNINGS, DAMAGES CAUSED BY DELAYS, FAILURE TO REALIZE EXPECTED SAVINGS, OR USE OF THE SERVICES, INTERRUPTION IN USE OR AVAILABILITY OF DATA, STOPPAGE OR OTHER WORK OR IMPAIRMENT OF OTHER ASSETS), ARISING OUT OF THIS AGREEMENT, INCLUDING BREACH OR FAILURE OF EXPRESS OR IMPLIED WARRANTY, BREACH OF CONTRACT, MISREPRESENTATION, NEGLIGENCE, STRICT LIABILITY IN TORT OR OTHERWISE, EXCEPT ONLY IN THE CASE OF PERSONAL INJURY WHERE AND TO THE LIMITED EXTENT THAT APPLICABLE LAW REQUIRES SUCH LIABILITY. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF EXCLUSION OF LIABILITY FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN ADDITION, IN NO EVENT WILL AUVIK’S CUMULATIVE OR AGGREGATE LIABILITY TO YOU OR ANY OTHER PARTY FOR DAMAGES OF ANY KIND OR NATURE IN CONNECTION WITH THE SERVICES OR OTHERWISE UNDER THIS AGREEMENT EXCEED ONE HUNDRED DOLLARS (USD $100.00).

In other words,

Here, we essentially state that Auvik can’t be held responsible if something goes wrong with your use of our Services.

17. TERM AND TERMINATION

The term of this Agreement starts upon Your acceptance of this Agreement and continues until it is terminated as provided for in the terms of this Section 17. Any termination of this Agreement must be by written notice by either party (e-mail is accepted, provided that Your notice comes from the e-mail address associated with Your Account). You may terminate this Agreement by providing at least thirty (30) days’ written notice to Auvik. Your payment obligations for Services shall continue during such notice period. Auvik may suspend or terminate the Services and/or this Agreement for any reason at any time, with or without cause, and with or without notice. You may terminate this Agreement and Your Account at any time by notifying Auvik of such termination. Upon the termination of this Agreement for any reason, all rights granted to You hereunder will cease, and You must promptly purge and remove all Components from Your Environment. Termination of any Services includes removal of access to such Services and barring of further use of the Services. Termination of all Services also includes deletion or return of any personal data associated with your Account and deletion of your password and all related information, files and data associated with or inside Your Account, including Network Data. Except as otherwise set forth in this Agreement, upon termination of any Service, Your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve deletion of Network Data associated therewith from Our live databases. We will not have any liability whatsoever to You for any suspension or termination, including for deletion of Network Data. All provisions of this Agreement, which by their nature should survive, shall survive termination of Services, including, without limitation, ownership provisions, Your payment obligations, warranty disclaimer, limitations of liability, indemnities and Sections 18 to 24.

In other words,

This Agreement kicks off when you initiate use of our product. If you want to terminate this Agreement at any time, send us an email and consider it terminated. We have the right (but, of course, no intention) to do the same.

18. PUBLICITY

You agree that We may include Your name, logo and/or trademarks in a list of Our Users or customers, on the Website and/or in other promotional materials. You also agree that We may verbally reference You as a User of the Services. You may withdraw the permissions granted to Us in this Section 18 by e-mailing a request to Auvik.

In other words,

We may include your company’s logo on a list of our customers featured on our website and/or in promotional materials. If you’re not cool with that, just shoot us an email and we’ll make sure your logo is omitted.

19. NOTICE

Where We require that You provide an e-mail address, You are responsible for providing Us with Your most current e-mail address. In the event that the last e-mail address You provided to Us is not valid, or for any reason is not capable of delivering to You any notices required/permitted by this Agreement, Our dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You consent to receive all communications including notices, agreements, disclosures, or other information from Us electronically. We may provide all such communications by e-mail or by posting them on the Services. You must send notices of a legal nature to our office headquarters. Nothing herein shall limit Our right to object to subpoenas, claims, or other demands, and We also reserve the right to provide You with notices by other means, such as by mail, courier or facsimile.

In other words,

This section asks that we communicate with each other electronically and points out the importance of maintaining an active email address in your Auvik account. For legal matters, contact us at the physical address indicated on our website’s contact page.

20. EXPORT CONTROLS

Components and other software available in connection with the Services (the “Software“) may be further subject to Canadian and United States import and/or export controls. No Software may be downloaded from the Services or otherwise exported or re-exported in violation of Canadian, U.S. export laws. Downloading or using the Software is at your sole risk with respect to such import and/or export controls and subject to compliance with all Applicable Laws.

In other words,

There’s a tiny chance your use of our product could constitute a violation of the export laws of whatever country in which you operate. You’re responsible for compliance with the import and export laws of any country in which you use our product.

21. GOVERNMENT USE

If you are a U.S. government entity, you acknowledge that any Services provided are “Commercial Items” as defined at 48 C.F.R. 2.101, and are being provided as commercial computer software subject to the restricted rights described in 48 C.F.R. 2.101 and 12.212.

In other words,

You’re probably not a U.S. government entity so this probably doesn’t apply to you. If you are a U.S. government entity, you actually understood this section. Good on ya!

22. COMPLIANCE WITH LAWS

Auvik shall comply with Applicable Laws. In addition, Auvik reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Auvik to disclose the identity and information of anyone posting any e-mail or other messages, or publishing or otherwise making available any Content or Your Content that is believed or alleged (reasonably or not) to violate this Agreement or any Applicable Law. You acknowledge and agree that Auvik may investigate any violations of law and may cooperate with law enforcement authorities in this regard.

In other words,

We intend to fully comply with the laws of whatever legal jurisdictions in which we or our customers operate. Know that we will comply with law enforcement authorities or court orders that direct us to reveal the identities of our customers or disclose the nature of the content they created through use of our product.

23. GOVERNING LAW

This Agreement shall be construed in accordance with and governed by the laws of the Province of Ontario and the laws of Canada applicable in that Province without regards to conflict of laws principles. The parties hereby expressly and irrevocably attorn to the exclusive jurisdiction of the courts in the Province of Ontario. The United Nations Convention on Contracts for the International Sale of Goods (also called the Vienna Convention, and which is cited in the statutes of Canada as the International Sales of Goods Contracts Convention Act) will not apply to this Agreement or the transactions contemplated by this Agreement.

In other words,

We operate in the Province of Ontario, Canada, so it only makes sense that the governing law of this Agreement be the Province of Ontario, Canada.

24. MISCELLANEOUS

This Agreement (and the documents referred to herein, including, without limitation, Other Terms and Additional Terms) constitute the entire agreement between You and Us in relation to the use of the Services, and replace and extinguish all prior agreements, arrangements or undertakings of any nature made by the parties, whether oral or written, in relation to such subject matter. The division of this Agreement into sections and subsections and the insertion of headings are for convenience of reference only and shall not affect the construction or interpretation of this Agreement. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect. The failure of Auvik to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. You may not transfer or assign this Agreement or any rights or obligations hereunder, directly or indirectly, by operation of law or otherwise, without the prior written consent of Auvik and any such assignment shall be null and void from the beginning. This Agreement shall ensure to the benefit of and be binding upon Auvik’s or Your respective permitted successors and assigns.

In other words,

This is where we cover off anything that didn’t obviously fit in another section. It includes an “entire agreement” declaration, which says this agreement supersedes any other agreements into which we might have entered.

25. THIRD PARTY AGREEMENT

If You have been directed to this Agreement because You are purchasing a product or service from someone other than Auvik (the “Third Party Vendor”) that includes services from Auvik, the following provisions will apply to You:

(a) Any terms of this Agreement relating to Your payment obligations to Auvik shall be deemed superseded by the terms of Your agreement with the Third Party Vendor. Your access and use of the Auvik Service are otherwise governed solely by this Agreement and, as between You and Us, will prevail to the extent of any conflict or inconsistency with any terms of Your agreement with the Third Party Vendor. For certainty, the Third Party Vendor may not grant You rights or benefits in respect of the Auvik Services that are inconsistent with this Agreement and any instrument purporting to do so shall be of no force and effect.

(b) Auvik has no support obligations or liability directly to You. Any support obligations or liability shall solely be those offered to You by the Third Party Vendor.

(c) You are subject to all terms and conditions imposed by the Third Party Vendor in relation to Your use of the products or services of the Third Party Vendor (the “Third Party Items”) and/or Your use of Auvik Services in conjunction with the Third Party Items, as applicable. Such Third Party Vendor may impose additional restrictions, or may have additional rights, in relation to Your use of the Auvik Services in conjunction with the Third Party Items; it is solely Your responsibility to ensure that You are aware of and comply with the terms and conditions imposed by the Third Party Vendor. To the limited extent that this Agreement is less restrictive than the usage rules or terms and conditions of the Third Party Vendor, or is in direct conflict with, Your agreement with the Third Party Vendor, solely as they relate to Your obligations to the Third Party Vendor or the Third Party Items, Your agreement with the Third Party Vendor shall prevail.

(d) You acknowledge that Your agreement with the Third Party Vendor is concluded solely between You and the Third Party Vendor, and not with Auvik, and Auvik shall have no responsibility whatsoever respecting the Third Party Items (including without limitation in relation to the sale, distribution or use thereof, or the performance or non-performance thereof). Auvik is responsible only for the Auvik Services.

(e) To the extent necessary to enable Auvik to enforce the provisions of this Agreement respecting Your usage of the Auvik Services, Auvik shall be deemed a third party beneficiary of Your agreement with the Third Party Vendor, and will have the right to enforce the terms of Your agreement with the Third Party Vendor against You as a third party beneficiary thereof.

If you have questions about our Terms of Service, feel free to contact us.

Customer Support Policy

(version 1.0) 

Introduction

This policy will help you understand core elements of our customer support function – how to contact our technical support team and how we analyze and prioritize support requests.

 

How to access Technical Support

Support Hours 8:30 am to 10:00 pm EST, Monday to Friday
(excluding company holidays)
Live Chat Support Available in product during regular support hours.
Support Phone (Toll Free) North America: 1-866-59-AUVIK (28845) ext. 2
UK & Europe: +44 800 368 7578 ext. 2
Australia: 800 934 221 ext. 2
New Zealand: 800 854 898 ext. 2
Support Email [email protected]
On-demand Support All Auvik users can search or browse our comprehensive Knowledge Base articles for technical product help and access on-demand training resources in our Training Portal.

Technical Support Overview

Service maintenance Service maintenance includes maintenance releases, enhancements, new versions, additions, and modifications to the Service that it provides to all customers under support for no additional fee.
Response time Response time generally corresponds to severity level as set out in the table below
Resolution process Resolution Process for Severity Level 1 Issues: 
(1) Trouble Ticket opened.
(2) Assign engineer to determine and correct the error.
(3) Periodic reports on the status of the correction.
(4) Initiate work to correct the error.

Resolution Process for Issues of Severity Levels 2, 3 and 4:

Trouble ticket is reviewed and prioritized according to severity, engineering resources and/or current development roadmap.

Note that resolution can take many forms including a workaround, code update, or user training.

Scheduled Outages Scheduled Outages are usually scheduled on Saturday’s and run from 7 am – 9 am EST. Customers are usually notified about all outages (scheduled and unscheduled) via email

Initial Response By Severity Level

Technical support requests are generally processed on a first-come, first-served basis. That said, some tickets may be processed out of turn based on Auvik’s reasonable assessment of their level of severity. The severity is set by the support team as part of the triage process, based on the guidelines listed in the below table.

We recommend that for all urgent issues, customers reach out to support via in-app chat or phone to ensure immediate attention.

Priority Level Initial Response Goal* Description
Severity 1 2 hours Service substantially fails to perform. Auvik cannot deliver its service and there are no workarounds to mitigate the impact of the issue.
Severity 2 4 hours Substantial degradation in performance of the Service. High impact features or functionality are impacted but there are workarounds available to mitigate the impact of the issue.
Severity 3 24 hours Minimal-to-no impact on the availability or performance of the Service. Functionality is impaired but there are workarounds available to mitigate the impact of the issue.
Severity 4 24 hours Feature or Product requests

* The actual response time and resolution period for any specific issue may vary, depending on a range of factors, some of which are outside of Auvik’s control (for example, customer input and responsiveness).

Access to Customer Data

Customers control access to their data. Customers may enable or disable Auvik support access (read only user role by default) from within the product dashboard. In certain instances, technical support may request customer in-product screenshots, or logs, or may recommend granting the Auvik support team enhanced access to a customer’s instance (e.g. screen share).

Exclusions

Our customer support does not include support of any non-Auvik products, services or technologies.

[Effective July 15, 2022]