Special Terms

The following are supplemental terms and addenda to the Netzilo Terms of Service and Main Service Agreement and form an integral part of the Agreement between you and Netzilo, but only if and to the extent applicable to your particular purchase, access or use of the Netzilo Solution (collectively the “Special Terms”).

Some capitalized terms are defined contextually in the Special Terms. Any capitalized terms that are not defined in the Special Terms have the meanings assigned to such terms elsewhere in the Agreement.

Please click on the following links to navigate to the Special Terms applicable to you.

• Purchases through Resellers
• Plan Discounts

Purchases through Resellers

Effective date: 2024-03-19

These terms apply to any access to the Netzilo Solution purchased by customers through an authorized reseller of the Netzilo Solution, a public or private offer on the AWS Marketplace, or similar (each a “Reseller”).

1. Commercial Terms. Instead of paying Netzilo directly, Customer will pay applicable amounts to Reseller as agreed between Customer and Reseller. Customer’s order details (such as the services purchased and associated fees) will be as stated in a quote, purchase order or similar document placed by Reseller with Netzilo on Customer’s behalf. Netzilo may suspend or terminate Customer’s rights to use the Netzilo Solution if it does not receive the corresponding payment from Reseller. If Customer is entitled to a refund under the Agreement, Netzilo will refund any applicable fees to Reseller and Reseller will be solely responsible for refunding the appropriate amounts to Customer, unless otherwise specified.
2. Relationship with Netzilo. The Agreement is directly between Netzilo and Customer and governs all use of the Netzilo Solution by Customer. Resellers are not authorized to modify the Agreement or make any promises or commitments on Netzilo’s behalf, and Netzilo is not bound by any obligations to Customer other than as set forth in the Agreement. Netzilo is not party to (or responsible under) any separate agreement between Customer and Reseller and is not responsible for the Reseller’s acts, omissions, products or services. The amount paid or payable by the Reseller to Netzilo for Customer’s use of the Netzilo Solution will be deemed the amount paid or payable by Customer to Netzilo under the Agreement for purposes of limitations of liability.

Plan Discounts

Effective date: 2024-03-19

These terms apply to all customers claiming eligibility for one of our discount programs applicable to not-for-profit and educational organizations and educational institutions.

Plan Discount Eligibility

Our Plan discount programs have the following eligibility criteria:

• Not-for-Profit Discount: Not-for-profit entities or organizations that are designated as a 501(c)(3) tax-exempt organization in the United States (or international equivalent).
• Education Discount: Students and educators at accredited colleges, university, or other secondary schools or educational institutions, including without limitation community colleges, trade schools, professional schools, and post graduate programs. Limited to uses in an academic setting or for academic purposes that are authorized by your school (such as, for example, teaching work, or a student organization). Education technology companies are not eligible. Schools and programs for students who are under 18 years of age are not eligible.

Eligibility for a Plan discount is determined by Netzilo in our sole discretion. Applicants may be required to provide proof of eligibility.

Representations, Warranties and Covenants

In addition to the representations, warranties and covenants in the Terms or MSA (as applicable to you), you further represent, warrant and covenant that:

• You meet the eligibility criteria associated with your Plan discount, and are able to provide proof if asked; and
• You will promptly notify Netzilo of any material changes to your status that may impact your eligibility for a Plan discount.

As a reminder, for education organizations based in the United States, Netzilo does not act as a “school official” as defined under the Family Educational Rights and Privacy Act (FERPA) and similar state and federal laws, and you are solely responsible for using the Netzilo Solution only for non-FERPA covered purposes.

Miscellaneous Terms

Limit one Plan discount per Netzilo account. Void where prohibited. Plan discounts may not be combined with any other offers, promotions or discounts. Netzilo reserves the right to modify any aspect of our Plan discounts, to increase or decrease the discount amount, to add or withdraw features or benefits, or to suspend or discontinue Plan discounts entirely (temporarily or permanently), at any time with or without notice in our sole discretion.