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General Terms and Conditions

  1. Participation in the Corporate Channel Program.
    1. By participating in the Corporate Channel Program, you assent to the terms and conditions set forth in these General Terms and Conditions (“Agreement”) and provided that the Corporation remains in good standing with CompTIA Certifications, LLC (“CompTIA”), the Corporation shall be provided with access to and shall be permitted to offer its reasonably related business partners (“Corporate Channel Partners”) access to coupons in the following amounts for the following items:
      1. A discount of fifteen percent (15%) off of CompTIA's list pricing for CompTIA certification vouchers located at the CompTIA Marketplace (; and
      2. A discount of ten percent (10%) off of CompTIA's list pricing for certification training materials located at the CompTIA Marketplace, which includes, but is not limited to, student certification manuals, instructor certification manuals, and e-learning materials.
    2. For as long as Corporation participates in the Corporate Channel Program, the Corporation agrees to provide written notification to its Corporate Channel Partners that the Corporation has agreed to participate in the pricing discount program set forth in Section 1(a) (the “Corporate Portal Program”) and that the Corporation is permitted to offer its Corporate Channel Partners access to coupons provided though the Corporate Portal Program (the "Portal Coupons").
    3. The Corporation may provide the Portal Coupons to a Corporate Channel Partner either: (1) as attachments in an email, through U.S. mail, or by other means in which the Portal Coupons are provided directly to a specific Corporate Channel Partner; or (2) through a link that only is made available to the Corporation's Corporate Channel Partners (the "Program Link") and that the Corporate Channel Partners must access through a secured login webpage.
    4. In the event that the Corporation elects to offer access to the Portal Coupons through the Program Link, then the Corporation shall:
      1. Limit access to the Program Link and the Corporate Portal Program only to its Corporate Channel Partners. The Corporation's efforts to limit such access shall include, without limitation: (a) maintaining the Program Link behind a firewall; (b) not placing the Program Link on any of the Corporation’s webpages that are accessible by parties other than Corporate Channel Partners; and (c) providing written notice to its Corporate Channel Partners that they are not to share the Program Link with any other party.
      2. Require that Corporate Channel Partners to include a business email address as part of the login information used by the Corporate Channel Partners access the Corporate Portal Program through the Program Link.
      3. Continually monitor Corporate Channel Partners’ activities related to the Corporate Portal Program to verify that no Corporate Channel Partner is partaking in Fraudulent Actions. "Fraudulent Actions" shall include, without limitation: (a) allowing non-Corporate Channel Partners to access Portal Coupons; (b) misrepresenting the true identity of the Corporate Channel Partner; or (c) purchasing Portal Coupons with fraudulent or stolen payment instruments.
    5. CompTIA will issue new codes for the Portal Coupons on January 1 and July 1 of each year. CompTIA will provide such codes directly to the Corporation, and the Corporation shall be responsible for providing its Corporate Channel Partners with the new codes for the Portal Coupons.
  2. Obligations of the Corporation.
    1. If the Corporation becomes aware that a Corporate Channel Partner is providing Portal Coupons to any other party, the Corporation immediately shall terminate such Corporate Channel Partner's access to the Corporate Portal Program and shall immediately notify CompTIA of the incident and action taken by the Corporation.
    2. The Corporation shall be responsible for providing any support to its Corporate Channel Partners relating to the use of the Corporate Portal Program and the Program Link. CompTIA will provide to the Corporation basic user documentation for the Corporate Portal Program and Program Link. However, CompTIA shall have no other obligation to provide any support to the Corporation’s Corporate Channel Partners.
    3. Upon written request by CompTIA, the Corporation shall provide to CompTIA a list of all of the Corporation's Corporate Channel Partners. CompTIA reserves the right to take commercially reasonable actions to audit such list to verify the Corporation’s compliance with the terms and conditions of this Agreement.
    4. If a Corporate Channel Partner ceases to be a Corporate Channel Partner for any reason, the Corporation shall immediately cease providing such former Corporate Channel Partner access to the Corporate Portal Program.
  3. Termination of Program.
    1. Termination. CompTIA, in its sole discretion, may terminate the Corporate Portal Program and/or Corporation's participation in the Corporate Portal Program at any time without notice. The Corporation may terminate its participation in the Corporate Portal Program at any time for any reason upon notification to CompTIA.
  4. Term of Agreement. All terms outlined in this Agreement shall remain in effect until terminated in accordance with the terms of Section 3.
  5. Indemnification. Corporation shall indemnify, defend and hold harmless CompTIA, including, without limitation its officers, directors, employees and agents, from and against any and all loss, liability, damage or expense (including reasonable attorneys’ fees and expenses) (collectively, “Losses”), whether arising out of a claim involving any third party or between the parties to this Agreement, that CompTIA may suffer as a result of the Corporation’s participation in the Corporate Portal Program.
  7. Assignment. Neither party may assign any of its rights or delegate any of its duties under this Agreement without prior written consent of the other party.
  8. Relationship of the Parties.Each of the parties to this Agreement is an independent contractor and nothing in this Agreement shall be construed as to create a partnership or joint venture between the parties, to impose any liability as such on either of them, or to grant either party the right to bind the other without the other's prior written consent.
  9. Force Majeure. The parties shall be excused from delays in performing or from any failure to perform hereunder to the extent that such delay or failure is a result of an act of God, including, without limitation, earthquake, storm, flood, fire, explosion, power failure, civil insurrection, or any other occurrence beyond the reasonable control of the parties, provided that, in order to be excused from delay or failure to perform, the party must act diligent to remedy such delay or failure.
  10. Governing Law; Venue. This Agreement and all rights and obligations of the parties relating hereto shall be governed by and construed in accordance with the internal laws of the State of Illinois without giving effect to any conflicts of law rules that would cause the application of the laws of any other jurisdiction. The parties agree that any action arising out of or relating to this Agreement shall be brought and maintained exclusively in the state and federal courts located in Chicago, Illinois, and hereby consent to the jurisdiction of such courts for any such actions. The Corporation expressly represents and warrants to CompTIA that it is a sophisticated commercial party who understands and agrees to the jurisdictional and related issues set forth in this Section, and acknowledges that this Section 10 forms an integral and essential part of this Agreement. Therefore, the Corporation specifically authorizes and directs any appropriate judicial, administrative or other governmental authority located anywhere throughout the world, to enforce specifically and in accordance with its terms, without change, modification or deletion, any judgment rendered by a court authorized to do so under Section 10 of this Agreement.
  11. Due Authority. The persons assenting to participation in the Corporate Portal Program and therefore accepting these terms and conditions on behalf of Corporation represent and warrant that they are duly authorized and appointed agents of the parties, fully empowered to bind the parties to all provisions contained in the Agreement and that no further action is required by the parties to enter into this agreement.
  12. Entire Agreement; Amendments; Waivers. This Agreement shall constitute the entire agreement between the parties with respect to the subject matter hereof or thereof, and supersede and replace all correspondence, understandings and communications between the parties hereto with respect to the transactions contemplated by this Agreement. This Agreement may be amended, supplemented or modified, and any of the terms, covenants, representations, warranties or conditions may be waived, only by a written instrument executed by both parties, or in the case of a waiver, by the party waiving compliance. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provision hereof (whether or not similar), and no such waiver shall constitute a continuing waiver unless otherwise expressly provided.