Terms of Use at Optiv Security Inc.

If you register in this Optiv Customer Portal, then you agree to the terms stated herein. The Portal may only be accessed by and is limited to use by you, as an authorized individual on behalf of your organization. You are responsible for monitoring and restricting access to this Portal in compliance with these terms. You shall not knowingly allow any unauthorized person or entity to use any Login Code, and shall promptly notify Optiv of any unauthorized use or unauthorized attempts of use.

You acknowledge and agree that information in this Portal (“Information”) may not be made available by you in whole or in part to any third party without Optiv’s prior written consent. You agree that Information will not be reproduced, revealed, or made available by you to anyone else, it being understood that the Information is available for your use for accounting, license tracking, internal governance, and related needs only. Upon receipt of Optiv’s prior written consent, you may provide a sample copy of reports to a government regulator as part of a regulatory compliance audit. You agree to use the Information solely as one factor in business decisions. You will not provide this Portal’s reports, or any data or information furnished by Optiv in relation to this Portal to any natural person or business you have reason to believe will use the reports, or data or information furnished by Optiv, to engage in competitive, unfair, deceptive, criminal, or unlawful activity.

Each party will make commercially reasonable efforts to help prevent the introduction of any virus, logic bomb, harmful code, or Trojan horse to any portion of the Portal.

You will promptly notify Optiv if you suspect or become aware of any unauthorized use of any of this Portal. You will exercise due care and use commercially reasonable best efforts to prevent such unauthorized use.

Each party will comply with all applicable federal, state, and local laws, statutes, ordinances, rules, regulations, treaties, and conventions related or applicable to your use of and benefit from this Portal.

OPTIV MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE INFORMATION IN THIS PORTAL. YOU UNDERSTAND AND AGREE THAT OPTIV SPECIFICALLY REFUSES TO GUARANTY THE ACCURACY OF THE INFORMATION. ALL INFORMATION IS PROVIDED on an "AS-IS" AND “AS-AVAILABLE” BASIS. OPTIV DOES NOT MAKE AND HEREBY SPECIFICALLY DISCLAIMS ANY WARRANTY, EXPRESS, IMPLIED OR STATUTORY, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW. THIS DISCLAIMER SHALL EXTEND TO AND INCLUDE THE QUALITY AND NATURE OF THE INFORMATION, INCLUDING, BUT NOT LIMITED TO, THE ACCURACY, SUFFICIENCY, COMPLETENESS, TIMELINESS, IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, TITLE AND FITNESS OF THE INFORMATION FOR A PARTICULAR PURPOSE. SPECIFICALLY, OPTIV MAKES NO WARRANTY THAT THE INFORMATION WILL MEET CLIENT'S REQUIREMENTS, OR THAT ACCESS TO THE INFORMATION WILL BE UNINTERRUPTED OR ERROR-FREE.

NEITHER OPTIV NOR ANY OF OPTIV’S AFFILIATES SHALL BE LIABLE TO CLIENT OR ANY THIRD PARTY FOR (a) ANY UNAUTHORIZED USE OF THE PORTAL OR INFORMATION HEREIN OR USE FOR PURPOSES NOT INTENDED UNDER THESE TERMS, or (b) ANY LIABILITY OR DAMAGE CAUSED OR INITIATED BY ANY THIRD PARTY AND AFFECTING CLIENT’S COMPUTERS, COMMUNICATION FACILITIES, SOFTWARE, DATA OR SERVICES THAT MAY ARISE OR RESULT, IN WHOLE OR IN PART, FROM USE OF OR ACCESS TO THE PORTAL.

NEITHER YOU, OPTIV, NOR ANY OF THEIR AFFILIATES, SHALL BE LIABLE, ONE TO THE OTHER, FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR OTHER DAMAGES. THIS LIMITATION ON DAMAGES INCLUDES BUT IS NOT LIMITED TO DAMAGES FOR BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES ARISING OUT OF, RESULTING FROM, OR IN ANY WAY CONNECTED WITH (i) THE DATA AND/OR INFORMATION PRESENTED TO YOU IN RELATION TO THE PORTAL OR INFORMATION, OR (ii) YOUR USE OF, OR INABILITY TO USE, THE PORTAL. NOTWITHSTANDING ANYTHING IN THESE TERMS TO THE CONTRARY, IN NO EVENT SHALL ANY PARTY, OR ANY OF ITS AFFILIATES, BE LIABLE FOR DAMAGES OR MONETARY REMEDIES OF ANY KIND THAT IN THE AGGREGATE EXCEED THE TOTAL AMOUNT PAID AND PAYABLE BY YOU TO OPTIV DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE CLAIM OR CLAIMS GIVING RISE TO THE LIABILITY IN QUESTION, AND SHALL BE FURTHER LIMITED SOLELY TO DIRECT DAMAGES.

We may terminate your access to the Site, without cause or notice, which may result in the forfeiture and destruction of all information associated with you. All provisions of this Agreement that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

If you no longer wish to have a registered account, you may terminate your account by contacting your Optiv Client Operations Specialist. If you do not know your Optiv Client Operations Specialist, please send an email to info@optiv.com. If you no longer accept these terms and conditions, or any future modification to these terms and conditions, you must cease using this Optiv Customer Portal. Continued use of the Optiv Customer Portal indicates your continued acceptance of these terms and conditions.

If, for any reason, Optiv believes that you have not complied with these terms and conditions, Optiv may, at its sole discretion, cancel your access to the registration areas of the Optiv Customer Portal immediately and without prior notice. Optiv may also terminate your registered account, at its sole discretion, by emailing you at the address you have registered stating that the Agreement is terminated.

All copyright, trademarks, design rights, patents and other intellectual property rights (registered and unregistered) in and on the Optiv Customer Portal belong to Optiv and/or third parties (which may include you or other users). Optiv reserves all of its rights in the Optiv Customer Portal content. Nothing in the terms and conditions grants you a right or license to use any trade mark, design right or copyright owned or controlled by Optiv or any other third party except as expressly provided in these terms and conditions.