Cvent Early Adopter License Terms and Conditions

 

Last Updated: July 5, 2016

IMPORTANT NOTICE: PLEASE READ THROUGH THESE TERMS CAREFULLY. The following document (these "Terms and Conditions" or "Terms") describes the terms under which Cvent, Inc. ("Cvent") offers each individual or entity (hereinafter, "you" or "Customer") access to the designated Services through the Cvent website. By accessing the Site or any content found on the Site, you agree to comply with and to be bound by the Terms set out below. If you do not understand or agree with these Terms, please do not use the Site or the Services.

1. CVENT MAY OFFER YOUR ORGANIZATION THE OPPORTUNITY TO ACCESS A NEW RELEASE, PRODUCT OR FEATURE OF CVENT'S WEB-BASED EVENT REGISTRATION AND MANAGEMENT SOFTWARE PRIOR TO ITS GENERAL RELEASE, PURSUANT TO AN EARLY ADOPTER PROGRAM.

2. WRITTEN DESCRIPTIONS OF COVERED SOFTWARE WILL BE PROVIDED IN MARKETING, REFERENCE AND/OR TRAINING DOCUMENTS CVENT MAKES AVAILABLE TO PROGRAM PARTICIPANTS. CVENT MAY MODIFY, SUSPEND OR CANCEL ANY EARLY ADOPTER PROGRAM AND/OR REVOKE ACCESS TO COVERED SOFTWARE AT ANY TIME IN ITS SOLE DISCRETION. THIS EARLY ADOPTER LICENSE IS SUPPLEMENTAL TO THE TERMS AND CONDITIONS CONTAINED IN CUSTOMER’S CVENT SERVICE AGREEMENT AND/OR THE TERMS OF USE, AS APPLICABLE, PROVIDED IN THE EVENT OF ANY CONFLICTS BETWEEN THE TERMS AND CONDITIONS OF YOUR SERVICE AGREEMENT AND/OR TERMS OF USE AND THE TERMS AND CONDITIONS SET FORTH HEREIN, THE TERMS AND CONDITIONS SET FORTH HEREIN SUPERSEDE AND CONTROL OVER THE TERMS AND CONDITIONS OF YOUR SERVICE AGREEMENT AND/OR TERMS OF USE.

3. THIS VERSION OF THE SOFTWARE, BY ITS NATURE, MAY CONTAIN DEFECTS AND FLAWS THAT MAY CAUSE DATA CORRUPTION, SYSTEM INOPERABILITY AND/OR INCONVENIENCE, AND THE PRIMARY PURPOSE OF THE LIMITED EARLY ADOPTION PROGRAM IS TO OBTAIN YOUR FEEDBACK ON THE PERFORMANCE OF THE SOFTWARE AND IDENTIFICATION OF ANY DEFECTS. YOUR SUGGESTIONS, COMMENTS, AND FEEDBACK REGARDING THE SOFTWARE, INCLUDING BUT NOT LIMITED TO USABILITY, BUG REPORTS, TEST RESULTS, AND TESTER’S COMMENTS (“FEEDBACK”) ARE THE CONFIDENTIAL INFORMATION AND EXCLUSIVE PROPERTY OF CVENT, AND CVENT WILL RETAIN ALL OWNERSHIP RIGHTS, TITLE, AND INTEREST TO THE FEEDBACK. BY PARTICIPATING IN THE PROGRAM, YOU AGREE THAT CVENT WILL HAVE THE RIGHT, TO BE EXERCISED IN CVENT’S SOLE DISCRETION, TO USE THE FEEDBACK (WHICH ONLY WITH YOUR PRIOR WRITTEN CONSENT MAY IDENTIFY YOUR ORGANIZATION) IN CVENT’S PROMOTIONS, PRESS RELEASES, PUBLIC RELATIONS, ADVERTISEMENTS, AND OTHER SALES AND MARKETING ACTIVITIES. SUCH RIGHT SHALL BE UNLIMITED IN DURATION, AND NO COMPENSATION SHALL BE REQUIRED FOR CVENT’S EXERCISE OF SUCH RIGHT. YOU ALSO AGREE NOT TO VIOLATE OR INFRINGE THE INTELLECTUAL PROPERTY, PRIVACY OR NON-DISCLOSURE RIGHTS OF ANY THIRD PARTY WHOSE INFORMATION, DOCUMENTS OR OTHER MATERIALS YOU SOLICIT OR COLLECT USING THE COVERED SOFTWARE.

4. YOU AGREE THAT, UNLESS OTHERWISE SPECIFICALLY PROVIDED IN THIS EARLY ADOPTER LICENSE OR AGREED BY CVENT IN WRITING, THE SOFTWARE AND THE DOCUMENTATION, INCLUDING THE SPECIFIC DESIGN, STRUCTURE, AND “THE LOOK AND FEEL” OF THE SOFTWARE PROVIDED TO YOU BY CVENT CONSTITUTE CVENT’S INTELLECTUAL PROPERTY AND ARE THE CONFIDENTIAL AND PROPRIETARY INFORMATION OF CVENT. YOU AGREE TO PERMIT ONLY AUTHORIZED USERS, WHO POSSESS RIGHTFULLY OBTAINED AUTHORIZATION FROM CVENT, TO USE THE SOFTWARE AND TO VIEW THE DOCUMENTATION, AND AGREE NOT TO TRANSFER, COPY, DISCLOSE, PROVIDE OR OTHERWISE MAKE AVAILABLE SUCH CONFIDENTIAL INFORMATION IN ANY FORM TO ANY THIRD PARTY WITHOUT THE PRIOR WRITTEN CONSENT OF CVENT. FURTHERMORE, YOU AGREE TO IMPLEMENT REASONABLE SECURITY MEASURES TO PROTECT SUCH CONFIDENTIAL INFORMATION, BUT WITHOUT LIMITING THE FOREGOING, YOU AGREE TO USE BEST EFFORTS TO MAINTAIN THE SECURITY OF THE SOFTWARE AND AGREE TO USE YOUR BEST EFFORTS TO COOPERATE WITH AND ASSIST CVENT IN IDENTIFYING AND PREVENTING ANY UNAUTHORIZED USE, COPYING, OR DISCLOSURE OF THE SOFTWARE, DOCUMENTATION, OR ANY PORTION THEREOF. IN CONSIDERATION FOR THE DISCOUNTED PRICING PROVIDED TO YOU UNDER THIS EARLY ADOPTER LICENSE, YOU ASSUME THE ENTIRE RISK AS TO THE QUALITY, AND PERFORMANCE OF THE COVERED SOFTWARE (OR THE SUPPORT SERVICES PROVIDED HEREUNDER) AND THE INFORMATION GENERATED THEREBY.

5. ADDITIONALLY, ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THOSE CONCERNING MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ACCURACY OR USE ARE HEREBY DISCLAIMED. CVENT DOES NOT WARRANT OR GUARANTEE THAT THE COVERED SOFTWARE (OR THE SUPPORT PROVIDED HEREUNDER) WILL SATISFY YOUR REQUIREMENTS, OR THAT THE OPERATION OF SUCH WILL BE UNINTERRUPTED OR ERROR FREE. YOU ACCEPT THE COVERED SOFTWARE AS-IS, IN THE FORM PROVIDED, AND EXPRESSLY WAIVE ANY RIGHT TO ANY AND ALL REFUNDS, DAMAGES (WHETHER DIRECT, INDIRECT OR OTHERWISE), OR OTHER COMPENSATION.