WD Partner Lab Program Terms & Conditions

Western Digital Technologies, Inc. (“WD,” “we,” “us”) offers its resellers of WD Apple compatible products (“Apple Resellers”) the opportunity to participate in the WD Partner Lab Program (the “Program”) in order to enhance the customer experience of WD’s line of Apple compatible products and to ensure proper use of WD’s Apple compatible products. The Program offers members of the Program (each a “Member” and, collectively, the “Members”) opportunities to participate in training, member-only promotions, and exclusive access to marketing tools. These Program terms and conditions (“Terms & Conditions”) govern the Program and WD’s relationship with Members and users of the Site (as defined below). Membership in the Program (and use of the Site) is subject to these Terms & Conditions, and unless specifically indicated otherwise, these Terms & Conditions apply to all Members and users of the Site.

By enrolling the business, organization, and/or institution that you represent in the Program, you agree that:
a) You have read, understood and accepted these Terms & Conditions;
b) You are an authorized representative of the business, organization, and/or institution that you are enrolling, and have the right to bind the business, organization, and/or institution to these Terms & Conditions, any other rules, regulations, policies, procedures referenced herein, and any additional terms and conditions necessary for access to and use of any password-controlled content related to the Program;
c) The business, organization, and/or institution that you are enrolling is eligible for membership;
d) Participation in the Program is consistent with the internal policies of the business, organization, and/or institution that you are enrolling; and
e) All information provided by you to the Program and in the enrollment process is accurate and complete.

Additional terms and conditions applicable to specific areas of this Site or to particular content or transactions are also posted in particular areas of the Site and, together with these Terms and Conditions, govern your use of those areas, content or transactions.

If you require clarification or further information with regard to any of these Terms & Conditions, you may contact WD at WDPartnerLab@wdc.com.


I. WD Partner Lab Eligibility and Membership

I.1. Program membership and its benefits are offered at the sole discretion of WD, and participation in the Program is subject to these Terms & Conditions, and any other rules, regulations, policies, or procedures that WD may, in its discretion, adopt from time to time, (collectively, the “Program Details”). WD has the sole discretion to interpret and apply these Terms & Conditions and any Program Details and all related questions or disputes regarding same will be resolved by WD in its sole discretion.
I.2. In order to participate and be selected as a Member in WD’s Partner Lab Program, a reseller must meet all of the following criteria:

a. Must be an Apple Authorized Reseller or Apple Premium Reseller;
b. All registered sales associates at resellers must complete training within the first quarter of program membership;
c. Member cannot resell WD products to another reseller that is not an Authorized Reseller for WD’s Apple Compatible Products;
d. Reseller must complete online membership and accept these Terms and Conditions;
e. Member must have the ability to sell in the local languages of the countries where they are active;
f. Obtain WD’s certification that Member meets Program terms, which WD will conduct at a minimum on an annual basis.
I.3. Program eligibility and membership shall be determined at the sole discretion of WD. WD reserves the right, in its sole discretion, to determine a Member’s membership status, including accepting a Member into the Program, or terminating a Member from the Program.
I.4. Program membership is generally available to businesses, organizations, and/or institutions that meet the qualifying criteria for membership (“Customers”). Individuals (and certain online resellers that have a direct promotional relationship with WD) are excluded from Program membership.
I.5. WD may amend the Program Details at any time without notice. These Terms & Conditions may only be modified, superseded, or changed in writing.
I.6. Decisions made by WD regarding eligibility, membership, and termination of membership are final and are not subject to dispute.
I.7. Certain Customers may not be eligible to participate in the Program due to (i) other arrangements or agreements in place for the benefit of those Customers; (ii) restrictions imposed by applicable local, state, national, federal, or foreign laws, rules, regulations, ordinances, codes, orders, or decrees (e.g., restrictions prohibiting governmental agencies from participating in programs offering rewards or benefits); or (iii) the failure to satisfy the qualifying criteria imposed by WD in its sole discretion.
I.8. In general, WD will conduct training incentive promotions through its WD University training website http://wduniversity.com. Members and individual employees of Member that choose to participate in the promotions on WD University will be subject to the terms and conditions governing those promotions on the WD University website. The WD University website terms and conditions supplement (are incorporated herein), and are not meant to conflict or supersede these Terms & Conditions. WD reserves the right, in its sole discretion, to create and execute ad hoc incentive, benefit or promotional programs. Eligibility for such ad hoc incentive or benefit programs shall be determined at the sole discretion of WD. In the event that WD creates an ad hoc incentive, benefit or promotional program outside of the WD University, additional terms and conditions for that program will be provided.
I.9. Benefits, rewards or prizes provided by this Program are intended to inure solely for the benefit of the Member enrolled in the Program. Individuals enrolling in the Program on behalf of a Member must ensure that all appropriate Member owners and/or representatives are notified of such individual’s participation in, and receipt of any benefits from, the Program. Program participation is prohibited in any circumstance where such participation has not been authorized by and disclosed to an authorized Member owner and/or representative. You warrant and represent that participation in the Program would not impair your duty of loyalty to Member or otherwise create conflicts of interest between you and Member. You must immediately notify WD and Member in writing in the event participation in the Program creates a conflict of interest or impairs your duty of loyalty to Member.

II. Benefits and Incentives

II.1 Additional information about benefits of membership is available at http://www.wdpartnerlab.com.

II.2. WD may modify membership benefits at any time during the Program without prior notice.
Membership benefits may vary by country/region.

III. Modification, Cancellation and Termination

III.1. The Program has no predetermined termination date and may continue until such time as WD, in its sole discretion, elects to designate a Program termination date. WD has the right to terminate the Program by providing notice on the Program website located at http://www.wdpartnerlab.com. WD may terminate the Program without such notice, in whole or in part, in any jurisdiction(s), if required to do so by applicable law.
III.2. WD reserves the right to revoke, cancel, or suspend any membership, reward, or take other action at its sole and unfettered discretion, in cases of: (1) Member violation of these Program Details; (2) Member fraud or abuse involving the Program,; (3) misrepresentation of any information or any misuse of this Program; (4) violation of any national, state, or local law or regulation in connection with the use of membership privileges; (5) physical, verbal, or written abuse of WD personnel; or (6) action, in any other way, to the detriment of the Program or WD; all as may be determined by WD in its sole discretion. In addition to discontinuance of Program membership, WD shall have the right to take appropriate administrative and/or legal action, including, without limitation, criminal prosecution, as it deems necessary in its sole discretion. Subject to applicable law, membership will terminate automatically upon a Member’s filing for bankruptcy or otherwise becoming subject to a bankruptcy proceeding.

If WD revokes a Member’s account for any reason, the Member may not reapply for Membership.If a Member cancels its Membership, or if its account is closed due to inactivity, the Member may reapply for Membership at a later date.

IV. LIMITATION OF LIABILITY

IV.1. WD AND ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND AGENTS (COLLECTIVELY, THE “RELEASED PARTIES”) WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER FOR, AND SHALL BE HELD HARMLESS BY MEMBERS OR ANY PERSON FOR, ANY LIABILITY FOR ANY INJURIES, LOSSES OR DAMAGES OF ANY KIND TO PERSONS, INCLUDING PERSONAL INJURY OR DEATH, OR PROPERTY ARISING IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, FROM ANY ACTION TAKEN OR NEGLECTED TO BE TAKEN WITH REGARD TO THE PROGRAM.

IV.2. THE RELEASED PARTIES ARE NOT RESPONSIBLE FOR (A) LOSS OR MISDIRECTION OF, OR DELAY IN RECEIVING, ANY MEMBERSHIP CORRESPONDENCE; (B) ANY ACTS OR OMISSIONS OF THIRD PARTIES; OR (C) ANY ERRORS PUBLISHED IN RELATION TO THE PROGRAM, INCLUDING, WITHOUT LIMITATION, ANY TYPOGRAPHICAL ERRORS, OR ERRORS OF DESCRIPTION. WE RESERVE THE RIGHT TO CORRECT WITHOUT NOTICE ANY ERRORS.

IV.3. IN NO EVENT SHALL THE RELEASED PARTIES BE LIABLE TO ANY MEMBER FOR ANY DELAY IN OR FAILURE TO PERFORM DUE TO CAUSES BEYOND OUR CONTROL, INCLUDING, WITHOUT LIMITATION, ANY ACT OF GOD, ACT OF WAR, NATURAL DISASTER, WEATHER, TERRORISM, OR ANY ACT OR OMISSION OF A THIRD PARTY.

IV.4. WITHOUT LIMITING THE FOREGOING, EXCEPT AS SPECIFICALLY PROVIDED OTHERWISE IN THESE TERMS & CONDITIONS, THE PROGRAM IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. SOME JURISDICATIONS MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OR EXCLUSION OF IMPLIED WARRANTIES. CHECK LOCAL LAWS FOR ANY RESTRICTIONS OR LIMITATIONS REGARDING THESE LIMITATIONS OR EXCLUSIONS.

IV.5. THIS SECTION WILL SURVIVE TERMINATION OF A MEMBER’S PARTICIPATION IN THE PROGRAM.

IV.6. YOU MUST DECLARE IN WRITING TO WD (AND THE BUSINESS, ORGANIZATION, AND/OR INSTITUTION THAT YOU ARE REPRESENTING) IF YOUR LOYALTY TO THE BUSINESS, ORGANIZATION, AND/OR INSTITUTION THAT YOU ARE REPRESENTING COMES INTO CONFLICT WITH PERSONAL INTERESTS OR LOYALTY (AS PROVIDED FOR BY THIS PROGRAM).

V. Use of Site

General

V.1. Members may be provided with the ability to use usernames, passwords, or other codes or devices to gain access to restricted portions (“Access Codes”) of the Program website (“Site”). The content contained in such restricted areas is confidential to WD, and is provided to the Member for its personal use only. WD reserves the right to prohibit the use of such Access Codes by the Member or on its behalf by third parties, where WD determines that such use interferes with the Sites’ operation or results in commercial benefits for other entities to WD’s detriment.
V.2. WD authorizes Members and users of the Site to view and download materials (“Materials”) available on the Site (located at http://www.wdpartnerlab.com) only for such Members’ or users’ (as applicable) personal and commercial use; provided, however, that Members and users (as applicable) refrain from removing any copyright and other proprietary notices contained in the original Materials or in any copies of the Materials. The copyright in the Materials is held by WD, its subsidiaries or affiliates, or third parties. Members and users of the Site may not modify the Materials available on the Site in any way or in any form or by any means, including, without limitation, electronic, mechanical, photocopying, recording, or otherwise, without the prior written permission of WD or other copyright owner.
V.3. Links to third party websites from the Site are provided solely as a convenience to Members and users of the Site. If a Member or user of the Site uses these links, such Member or user (as applicable) will leave the Site. WD has not reviewed all of these sites or their content. WD does not endorse or make any representations about them, or any information, software, or other products or materials found there, or any results that may be obtained from using them. If a Member or user of the Site decides to access any of the third party websites linked to the Site, such Member or user (as applicable) does so entirely at their own risk.

Disclaimer

V.4. THE PROGRAM AND THE MATERIALS AND SERVICES PROVIDED AT THIS SITE ARE PROVIDED “AS IS” WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WD DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF ANY THIRD PARTY RIGHTS.
V.5. WD does not warrant or make any representation regarding the quality, validity, accuracy, or completeness of the Program, the Program Details, the Materials or any services, or that a Member’s use of the Site will be uninterrupted or error-free, or that the Site is free from any viruses or other harmful mechanisms.
V.6. WD may make changes to this Program, the Site, the Materials or and services related thereto, or to the products, specifications, or information described in them, at any time without notice. This Site and/or the Materials may refer to products, programs, or services that are not available in a particular country or region. Members should consult with their local WD authorized distributor for information concerning the products, programs, and services that may be available to such Members.

VI Additional Terms

General

VI.1. WD’s failure to enforce any right or provision of these Terms & Conditions does not constitute a waiver of that right or provision. WD may revise the Terms & Conditions at any time by posting the revised Terms & Conditions and/or Program Guide (as applicable) on this Site. A Member’s continued use of the Site after the posting of any changes to these Terms & Conditions constitutes such Member’s acceptance of those changes. To view the most current version of these Terms & Conditions at any time, click on the “Terms & Conditions” link available on the Site.
VI.2. All questions or disputes regarding these Terms & Conditions will be resolved by WD in its sole discretion.
VI.3. WD reserves the right to verify that Members have at all times complied with eligibility conditions and the right at all times to monitor Members’ participation in the Program to ensure compliance with these Terms & Conditions. WD also reserves the right to review, retain, and/or disclose any information that it collects from Members through the Program as necessary to satisfy any applicable law, regulation, legal process, or governmental request. Calls to and from WD’s Customer Service Teams may be monitored and/or recorded for training and security purposes.
VI.4. If WD, its affiliates, or agents determine, in their sole discretion, that they suspect the presence of electronic forgery in the Program or if in fact this has been the case, or if technical difficulties compromise the Program’s integrity, WD may cancel or modify the Program and/or cancel memberships under suspicion. Any attempt by a Member or any other individual to deliberately harm the Site or sabotage the Program’s legitimate operation is a violation of penal and civil laws and WD reserves the right to seek redress against the responsible party or parties to the maximum extent allowed by law.
VI.5. WD will not be held responsible for Members entering incomplete or wrong information, or for the technical malfunction of the phone networks or the software (or the combination of both), or for data lost, delayed, or spoiled. WD is not responsible for typographical or printing errors in any materials related to the Program. WD will not accept responsibility for damaged, lost, or misdirected email, mail, or faxes. Proof of emailing/posting/faxing is not proof of receipt.

Communications

VI.6. By enrolling in the Program, Members authorize WD to communicate with them via various communication channels (including, without limitation, e-mail, post mail, telephone communication, and any other means of communication utilized by the Program).
VI.7. Member represents and warrants that it has any and all proper consents and permissions to provide the information submitted to the Site, such information is complete and accurate, and the provision of such information to WD does not violate any relevant privacy laws or regulations. Member shall indemnify WD for any claim or dispute related to information provided by Member in violation of this provision.
VI.8. Members agree to allow WD, its affiliates, program administrator, and any rewards providers to store and use Members’ contact information, including names, phone numbers, e-mail addresses, and other information provided to WD through the Program, anywhere they do business, in accordance with WD’s Privacy Policy, which can be found at http://www.wdc.com/en/company/corporateinfo/privacy.aspx.

VI.9. Members consent to such Member information being used in connection with furthering Members’ commercial relationship with WD and with the Program only, and may be provided to contractors acting on WD’s behalf, WD distributors who promote, market, and support certain WD products and services, and assignees of WD and its subsidiaries for uses consistent with that purpose. Members may at any time and with future effect withdraw their consent to (or opt-out from) receiving marketing telephone calls and/or electronic communications from WD by informing WD at WDPartnerLab@wdc.com.


Security Measures

VI.9. Access to some content accessible from the Site is password controlled. Members are solely responsible for maintaining the confidentiality of their user IDs and passwords and access to their accounts, and they are solely responsible for all activities that occur under their user IDs and passwords.
VI.10. A Member shall immediately notify WD of any unauthorized use of its ID, passwords, or accounts. WD will not be liable for any loss that a Member may incur as a result of someone else using that Member’s user ID and passwords, or their accounts.

Governing Law

VI.11. The Program, the Site, and these Terms & Conditions are governed by the laws of the State of California, U.S.A., without regard to conflict of laws provisions. Any legal proceeding whether on the basis of contract, tort, or on any other basis arising out of the use of, or in connection with, the Program, the Program Details, the Materials, the Site, or these Terms & Conditions must be brought exclusively in a court of competent jurisdiction in Orange County, California, U.S.A.
VI.12. Membership, membership benefits, and awards are offered in good faith; however, they may not be available if prohibited or restricted by applicable law or regulation in the U.S.A. or any Member’s country of residence. If, for any reason, a court of competent jurisdiction finds any provision of these Terms & Conditions to be unenforceable, that provision will be enforced to the maximum extent permissible so as to affect the intent of these Terms & Conditions, and the remainder of these Terms & Conditions will continue in full force and effect. All disputes which cannot be resolved between the parties, and causes of action arising out of or connected with the Program, shall be resolved individually, without resort to any form of class action.
VI.13. The awarding of prizes and participation in the Program are void where prohibited by law (including, for the avoidance of doubt, domestic and/or international anti-bribery laws).

Trademarks

VI.14. To build and preserve brand value, WD owns numerous registered and unregistered trademarks and logos. Member agrees that any use of Material shall be of high quality and shall strictly adhere to the WD’s Brand Identity Standards (http://www.wdbrand.com/standards/#gns). Member further agrees that all use of WD’s trademarks shall be in accordance with WD’s Trademark Guidelines found at: http://www.wdc.com/en/company/branding/trademarks.aspx, and which Trademark Guidelines are incorporated into this Agreement by reference. Member is responsible for ensuring that it is in compliance with WD’s Trademark Guidelines

WD'S Address

Western Digital Technologies, Inc., 3355 Michelson Drive, Suite 100, Irvine, California 92612