Terms of Service
Effective date: January 1, 2025
These Terms of Service (the "Terms") are a binding agreement between Palisade Networks LLC, an Indiana limited liability company ("Palisade," "we," "us"), and the entity or person agreeing to these Terms (the "Customer," "you"). By creating an account, deploying the Agent, or otherwise using the Service, you agree to these Terms. If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind it.
1. Definitions
- "Service" — the Palisade hosted platform, dashboard, APIs, and related software made available at palisadenetworks.com and associated domains.
- "Agent" — the Palisade endpoint software installed on a device to enable management through the Service, licensed under the EULA.
- "Managed Device" — any endpoint on which the Agent is installed.
- "Connected Device" — any other system, appliance, or network device that you access through the Service or a Managed Device (e.g. via the device proxy, Telnet, or SSH).
- "Customer Data" — data you submit to the Service or that the Agent collects from your Managed Devices and Connected Devices.
- "Authorized User" — an individual you permit to access the Service under your account.
2. The Service
2.1 Access. Subject to these Terms, we grant you a non-exclusive, non-transferable right to access and use the Service during the term.
2.2 Accounts. You are responsible for your account credentials, for all activity under your account, and for your Authorized Users' compliance with these Terms. You will keep credentials confidential and notify us promptly of any unauthorized use.
2.3 Changes. We may modify or discontinue features of the Service. We will not materially decrease core functionality of a paid plan during a paid term without notice.
3. Customer Responsibilities and Authorization
3.1 Authorization (important). The Service grants powerful, administrator-level control over Managed Devices and access to Connected Devices. You represent and warrant that, for every Managed Device and every Connected Device you access through the Service, you own the device or are expressly authorized by its owner to install the Agent, administer it, and access it (including via terminal, file access, the device proxy, Telnet, and SSH). You are solely responsible for obtaining and maintaining that authorization and for any consents required from end users of those devices.
3.2 Acceptable use. Your use of the Service must comply with the Acceptable Use Policy, which is incorporated by reference.
3.3 Your environment. You are responsible for your devices, networks, configurations, backups, and the credentials you enter into or store through the Service. You will maintain appropriate backups; the Service is not a backup service.
3.4 Legal compliance. You will use the Service in compliance with all applicable laws, including those governing remote access, computer fraud, privacy, and the export and use of software.
4. Fees and Payment
4.1 Paid plans are billed as described at purchase or in an order. Fees are non-refundable except as required by law or expressly stated. You are responsible for taxes other than our income taxes.
4.2 We may suspend the Service for non-payment after notice.
5. Term, Suspension, and Termination
5.1 These Terms apply while you use the Service. Either party may terminate for material breach not cured within 30 days of notice.
5.2 Suspension. We may suspend access immediately if we reasonably believe your use (a) violates the Acceptable Use Policy or law, (b) poses a security risk to the Service, others, or any device, or (c) involves unauthorized access to any device or network.
5.3 Effect of termination. On termination, your right to use the Service ends and you will uninstall the Agent from all Managed Devices. We will make Customer Data available for export for 30 days, after which we may delete it (see the Privacy Policy and DPA).
6. Intellectual Property
6.1 We and our licensors own the Service, the Agent, and all related software and materials. No rights are granted except as expressly stated.
6.2 Customer Data. As between the parties, you own Customer Data. You grant us a limited license to host, process, and transmit Customer Data solely to provide and support the Service.
6.3 Feedback. If you give us feedback, we may use it without restriction.
7. Confidentiality
Each party will protect the other's non-public information disclosed under these Terms with reasonable care and use it only to perform under these Terms, except as required by law.
8. Warranty Disclaimer
THE SERVICE AND THE AGENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT IT WILL MEET YOUR REQUIREMENTS. YOU ACKNOWLEDGE THAT THE SERVICE PERFORMS PRIVILEGED, ADMINISTRATIVE OPERATIONS ON DEVICES AT YOUR DIRECTION AND THAT YOU ARE RESPONSIBLE FOR THE RESULTS OF THOSE OPERATIONS.
9. Limitation of Liability
9.1 Exclusion of indirect damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY.
9.2 Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID US IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM OR (B) US $100.
9.3 These limitations apply to all claims, whether in contract, tort, or otherwise, and form an essential basis of the bargain.
10. Indemnification
10.1 By you. You will defend, indemnify, and hold harmless Palisade from any third-party claim arising out of (a) your use of the Service in violation of these Terms, the Acceptable Use Policy, or law; (b) your access to any Managed Device or Connected Device that you were not authorized to access; (c) Customer Data; or (d) your breach of Section 3 (Authorization).
10.2 By us. We will defend you against a third-party claim that the Service, as provided by us and used in accordance with these Terms, infringes that party's intellectual property rights, and pay resulting damages finally awarded, subject to the limitations in Section 9.
11. Governing Law and Disputes
These Terms are governed by the laws of the State of Indiana, without regard to conflict-of-laws rules. The parties consent to the exclusive jurisdiction of the state and federal courts located in Indiana.
12. General
12.1 Assignment. You may not assign these Terms without our consent, except to a successor in a merger or sale of substantially all assets. We may assign freely.
12.2 Notices. Legal notices to us: support@palisadenetworks.com. To you: your account email.
12.3 Force majeure. Neither party is liable for delays caused by events beyond its reasonable control.
12.4 Severability; waiver. If a provision is unenforceable, the rest remains in effect. No waiver is implied by failure to enforce.
12.5 Entire agreement. These Terms, the EULA, Acceptable Use Policy, Privacy Policy, DPA, and any order form are the entire agreement and supersede prior agreements on the subject.
12.6 Updates to these Terms. We may update these Terms; we will post the updated version and, for material changes, provide reasonable notice. Continued use after the effective date constitutes acceptance.
Contact: support@palisadenetworks.com · Palisade Networks LLC