Welcome to the Delinea Advocate Community which has been named ‘Delinea Secret Society’ (“Community”). When you enroll in or use the Community (as further specified below), you’re agreeing to these terms and conditions of use, which is an agreement between you and Delinea Inc. (“We, Us”) having a place of business at 221 Main Street, Suite 1300, San Francisco, CA 94105 USA, .

1.1. The Community is a web-based platform that enables you and other Community advocates to participate in various forums such as, but not limited to, discussions, sharing items of importance to us, speaking at one of our conferences

1.2. You agree that by providing us with your information and clicking “Accept”, you are entering into a legally binding agreement with us in your capacity as an authorized representative of your organization.

1.3. We call the terms and conditions set out in this document the “User Agreement.” Your “Agreement” with us includes this User Agreement, our Privacy Policy and any other terms that are displayed to you when you use additional features or services (if any), all as may be amended from time to time. If you do not agree to any of the terms of the Agreement, do not join or interact with the Community

2. Sharing

2.1. Your participation in the Community is completely voluntary. You may cancel your account at any time. Participation is also voluntary. You are free to refuse to participate in any forum.

2.2. The Community may allow you to interact with us and other advocates by posting your own content to the Community. “Content” means anything you post to the Community, including opinions, expressions, points of view, articles, videos, messages, photos, advice or any other information.

2.3. As between you and us, you own the Content that you post to the Community. However, by posting Content, you give us the right to use this Content, subject to certain limitations that we set out below. In legal language, this means that if you post Content, you give us and our corporate affiliates (which are companies that we own or that are under common ownership with us) a non-exclusive, royalty-free, perpetual, irrevocable, worldwide, transferable and sublicensable license to use, copy, modify, distribute, create derivative works of, display, perform, publish, and process your Content, without any further consent, notice, or compensation to you or any other third party.

2.4. Our rights to the Content are limited in the following ways:
a. You can end our license for any particular piece of Content by deleting it from the Community or by closing your Community account. However, if you have shared the Content with others and they have made a copy or stored your Content, it may not be completely deleted from the Community.
b. We will get your consent if we want to give others the right to publish your Content outside of the Community. However, other advocates of the Community may access and share your Content consistent with the functionality of the Community.
c. While we will not modify or amend your Content, we may make formatting changes to your Content.

2.5. If you participate in the community, we may award you points based on your participation. We will automatically track your points for you. We will also display a leaderboard within the Community that sets out the number of points each member has. This leaderboard is viewable by all other members of the Community. Please note that you can remove yourself from the leaderboard at any point in time, in your sole discretion.

2.6. We appreciate your thoughts about the Community. By submitting suggestions or other feedback about the Community to us, you irrevocably grant Delinea and its affiliates an exclusive, a perpetual, fully paid-up, royalty-free, assignable, sublicensable, worldwide right and license (without limitation or restrictions of any kind) to freely use and share (but do not have to use or share) such feedback for any purpose without compensation to you.

3. The Community Rules

3.1. We have certain rules that we require all of the advocates of our Community to follow. These rules help to ensure that the Community functions properly and benefits all participants, including us.

3.2. You agree that you: a. are at least 18 years old (and you cannot use the Community if you are younger than 18); b. will choose a strong password, keep your password secure and confidential, and not transfer any part of your account to anybody else. You are responsible for anything that happens through your account unless the use happens after you’ve closed your account; c. will use the Community in a professional manner and in accordance with any usage guidelines we may make available from time to time; d. will provide accurate and correct information about yourself to us and keep it updated, including using your real name in your Community profile; and e. will only post Content that does not violate the law or anyone else’s rights (including somebody’s intellectual property rights).

You agree that you will not: a. create an account for somebody else; b. use or attempt to use another advocate’s account; c. harass, abuse, or harm another person; d. scrape or copy profiles and information of others through any means; e. act in an unlawful, libelous, abusive, obscene, discriminatory, or otherwise in an objectionable manner (to be determined within our sole discretion); f. post Content that you do not have the right to post; g. violate our intellectual property rights or use our intellectual property rights in anyway other than as expressly permitted by us; h. post any Content that constitutes unsolicited or unauthorized advertising, such as junk mail, spam, or any other form of solicitation that we have not authorized; i. post any Content or otherwise interact with the Community in any way that contains and/or spreads viruses, worms, or any other harmful or malicious code; j. copy or use the Content of others, in connection with a service that competes with the Community; k. reverse engineer, decompile, disassemble, decipher, or otherwise attempt to derive all or part of the source code for the Community or any related technology; l. use bots or other automated methods to access the Community; m. monitor the availability, performance, or functionality of the Community for any competitive purpose; n. engage in framing, mirroring, or otherwise simulating the appearance or function of the Community; o. rent, lease, loan, trade, or sell/re-sell access to the Community or any related information, data or Content; p. imply or state that you are affiliated with us or endorsed by us without our prior written consent; q. remove any intellectual property rights notices in the Community; r. collect, use, copy, or transfer any third party Content without our consent; or s. override or attempt to override any security features of the Community.

4. Messages, the Service, and Limitations

4.1. The Community may allow the sharing of Content and communication with other advocates. Other advocates or the public may see Content that you post, depending on the settings we offer and your choice of how to manage such settings.

4.2. We do not have to publish your Content, nor do we have to allow you to post Content. We reserve the right to remove any Content at any time for any reason, within our sole discretion.

4.3. We may change, suspend, or end any part or all of the Community at any time for any reason, in our sole discretion. To the extent permissible under applicable law, these changes are effective upon notice to you. Following such a change, if you do not want to continue to use the Community, please close your account immediately.

4.4. Depending on the functionality of the Community as it may exist from time to time, we may allow messaging amongst users of the Community. Any such messages must be sent in accordance with this Agreement and our usage guidelines.

4.5. The Community is not a storage service. We have no obligation to store, maintain, or provide you a copy of any Content that you or others provide, except to the extent this is required in accordance with applicable law and as set out in our Privacy Policy.

4.6. Since we do not review Content before it is published, you may see Content that is inaccurate, incomplete, delayed, misleading, illegal, offensive or otherwise harmful. Although we do our best to encourage advocates to follow the Community rules, you agree that we are not responsible for Content posted by anybody but us, or for any damages as a result of your use or reliance on such Content.

4.7. By joining the Community, you give us consent to email you about the Community, related services from us, and/or related services from third parties. If we send you a marketing email, you will always have the opportunity to opt-out of future marketing emails in the footer of every email we send you.

5. Disclaimer of Warranties; Exclusions and Limits of Liability Please read this entire section 5, as it excludes and limits our liability to you in certain ways

5.1. We do not exclude or limit any liability that cannot be excluded or limited under applicable law. If you live in a country where any of the exclusions and/or limitations set out in this section 5 are not allowed, such exclusions and/or limitations do not apply to you.

5.2. Subject to section 5.1, we: a. will provide you access to the Community and any related services with reasonable skill and care, provided that we disclaim all other warranties, conditions, representations or other terms, whether express or implied; b. do not guarantee that the Community will function without interruption or errors, or at all; and c. will provide the Community on an “as is” and on an “as available” basis, subject to 5.2(a).

5.3. We exclude all liability, whether in tort (including for negligence), breach of statutory duty, contract, misrepresentation, restitution or otherwise, direct or indirect, whether foreseeable, known, foreseen or otherwise, for any: (a) lost profits (of any kind); (b) loss or corruption of data; (c) loss of reputation or goodwill; or (d) for any special, incidental, punitive, indirect or consequential loss, costs, damages, charges or expenses, however arising, even we have been advised of the possibility of such damages.

5.4. Subject to sections 5.1, 5.2 and 5.3, our total liability, however arising, will under no circumstances exceed $1,000 in the aggregate.

5.5. If anyone brings a claim against us related to your actions or any Content you post to the Community, you will indemnify us from all damages, losses, and expenses of any kind (including reasonable legal fees and costs) that we suffer arising out of the claim.

Suspension and termination

6.1. We may suspend your access to your account if you violate any material obligation of this Agreement.

6.2. Both you and us may terminate this Agreement at any time for any reason, with notice to the other party. On termination, you lose the right to access or use the Community.

6.3. The sections of this Agreement that need to survive termination in order to give full effect to their provisions, survive this Agreement’s termination.

7. Complaints about content

7.1. We respect the intellectual property rights of others. It is our aim that the Community contains no content that violates any third party rights. We try to accomplish this via this User Agreement. In addition, we also set out the policies and procedures in this section 7 for individuals to identify potentially problematic or infringing Content.

7.2. When you submit a complaint to us, whether or not we take action, we may make a good faith effort to notify the individual who posted or submitted the Content, including by providing the complainant’s contact information, so that the individual who posted the Content is notified of the alleged violation of intellectual property rights or other content violation.

7.3. Please note that any notice or counter-notice you submit must be truthful and must be submitted under penalty of perjury. A false notice or counter-notice may give rise to personal liability. You may therefore want to seek the advice of legal counsel before submitting a notice or a counter-notice.

7.4. Claims regarding copyright infringement/Notice of copyright infringement: If you believe in good faith that your copyright has been infringed, you may submit a written communication to us at legal@delinea.com or our address set out above, setting out the following: a. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; b. a description of the copyrighted work that you claim has been infringed; c. a description specifying the location on our website of the material that you claim is infringing; d. your telephone number and e-mail address; e. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and f. A statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Miscellaneous

8.1. The only way you can provide us legal notice is to the address we have provided at the beginning of this User Agreement.

8.2. The following rules of interpretation apply to this Agreement: (a) the words “include” and “including” are deemed to have the words “without limitation” following them; (b) references to the singular include the plural and vice versa; and (c) references to “will” are to be construed as having the same meaning as “shall”.

8.3. If any term of this Agreement is found invalid, illegal or unenforceable, the rest of the Agreement remains in effect.

8.4. If we do not enforce a term of the Agreement, it is not a waiver of that term or any other term.

8.5. This Agreement makes up the entire agreement between you and us, and supersedes any prior agreements.

8.6. You will not transfer any of your rights or obligations under this Agreement to anyone else without our consent. Any such transfer in violation of this Section 8.6 is void. All of our rights and obligations under this Agreement are freely assignable by us in connection with a merger, acquisition, sale of assets, by operation of law or otherwise.

8.7. If you are a resident of the United States, this Agreement shall be construed in accordance with and governed by the laws of the State of New York and subject to the exclusive jurisdiction of the courts located in New York (Manhattan), New York, and both parties hereby submit to the personal jurisdiction of such courts. If you are not a resident of the United States this Agreement shall be construed in accordance with and governed by the laws of the province of Ontario, Canada and subject to the exclusive jurisdiction of the province of Ontario, and both parties hereby submit to the personal jurisdiction of such courts.

Cookies

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Information we obtain from cookies are used to analyze our community. We use this data to adjust the community to your personal preferences. Finally, when sending information about our products and services, we can take your previous interest for certain pages into account.

Cookie setting

You choose which cookies you want to allow. You can do so by clicking on the “Cookie settings” link in the footer of any page, adjust your preferences and submit. You will then be asked to choose your settings again. There are 3 settings: Basic, Normal and Complete.

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• Normal: Functional + analytics
• Complete: Functional + analytics + social media + embedded videos

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Advocacy programming

1. ELIGIBILITY. This Program is open to Participants who are age 18 years or older at the time of entry. This Program is not open to: (1) employees or internally contracted vendors of [COMPANY NAME] or its parent/subsidiaries, agents or affiliates; (2) the immediate family members or members of the same household of any such employee or vendor; (3) anyone professionally involved in the development or administration of this Program; (4) employees or internally contracted vendors of governments and government-affiliated companies or organizations; or (5) any employee whose employer's guidelines or regulations would otherwise not allow entry in the Program or acceptance of the rewards offered under this Program. In addition, residents of Cuba, Iran, Syria, North Korea, Russia and Crimea are not eligible to participate. This Program is void in these countries and where otherwise prohibited or restricted by law. By participating in this Program as described herein, you are formally representing that you are eligible to participate and agree to being bound by (i) these Program Terms and iii) [COMPANY NAME] Terms of Service, found at [LINK], which is incorporated herein by reference.

  2. HOW TO PARTICIPATE. To participate in the Program, visit (LINK), accurately and truthfully complete the online registration form, agree to the terms and conditions of this Agreement, and follow all other instructions given by [COMPANY NAME], including at the website listed above.   

3. REWARDS. Subject to the terms and conditions of this Agreement, and once confirmed by [COMPANY NAME], Participants will be able to complete exercises, activities, and challenges to accrue “points” that can be redeemed for reward(s). Rewards will be featured at various price points and in limited quantities. Participant agrees that completion of any Program challenges, exercises and activities and Participant’s eligibility for rewards shall be determined by [COMPANY NAME] in its discretion, and that Participant’s eligibility for rewards requires full and complete compliance with this Agreement, as well as any further instructions given by [COMPANY NAME] (including on the Program website). Participant acknowledges and agrees that ALL POINTS NOT REDEEMED AFTER 12 MONTHS SHALL BE DEEMED FORFEITED.

  The approximate retail values of rewards are subject to change based on current market conditions at the time of reward redemption. Participants are not entitled to any surplus between actual retail value (ARV) of a reward and stated ARV and any difference between stated ARV and actual value of the reward will not be awarded. No substitution, assignment, transfer, or cash redemption of any reward is allowed. [COMPANY NAME] reserves the right to substitute a reward with another reward of equal or greater value should the advertised reward become unavailable for any reason. If a Participant fails to, or is unable to participate in or accept a reward or any portion of a reward for any reason, [COMPANY NAME] shall have no further obligation to such Participant. [COMPANY NAME] will not replace any lost or stolen rewards after redemption by Participants. In no event will [COMPANY NAME] be responsible for fulfilling more than the stated number of rewards. Participants acknowledge and agree that all rewards advertised or offered through the Program are subject to availability. Reward type and availability are subject to change at [COMPANY NAME]’s sole and absolute discretion. [COMPANY NAME] shall have no obligation or liability to Participants for any changes made to reward type or availability.

  4. CONDITIONS. This Program is subject to applicable national/federal, state, provincial, and/or local laws. By participating in the Program, Participants agree: (a) to be bound by these terms and conditions and the decisions of [COMPANY NAME], which shall be final and binding; and (b) to waive any right to claim ambiguity in the Program or these terms and conditions, except where prohibited by law. [COMPANY NAME] and each of its respective affiliates, subsidiaries, parent corporations, and their respective officers, directors, shareholders, employees and agents, are not responsible for any incorrect or inaccurate submission, or any errors or omissions related to prize or reward fulfillment.  Taxes, if any, are the sole responsibility of the Participants; and Participants may be issued  applicable tax documentation for the ARV of any redeemed reward. By participating in the Program, all Participants agree to release and hold harmless [COMPANY NAME] and its directors, employees, officers, licensees, licensors and agents, and respective advertising and Program entities and any person or entity associated with the administration of the Program (collectively, the “Released Parties”), from and against any and all rights, claims and causes of action whatsoever that they may have, or which may arise, against any of them for any liability for any matter, cause or thing whatsoever, including but not limited to any injury, loss, damage, whether direct, compensatory, incidental or consequential, to person, including death and damage to property, arising in whole or in part, directly or indirectly, from their acceptance, possession, use or misuse of a reward, or their participation in the Program, or their participation in any Program or reward related activity. Each Participant acknowledges that the Released Parties have neither made, nor are in any manner responsible or liable for, any warranty, representation or guarantee, expressed or implied, in fact or in law, relative to any reward or the Program. With respect to rewards, all warranties are hereby disclaimed; and each Participant will accept the reward “AS IS.” All costs and expenses, including support services, not specifically listed above as part of the reward, are solely the Participant’s responsibility.   None of the Released Parties are responsible for: (a) lost, late, misdirected, undeliverable, incomplete or indecipherable entries due to system errors or failures, or faulty transmissions or other telecommunications malfunctions and/or entries; (b) technical failures of any kinds; (c) failures of any of the equipment or programming associated with or utilized in the Program; (d) unauthorized human and/or mechanical intervention in any part of the submission process or the Program; or (e) technical or human error which may occur in the administration of the Program or the processing of entries.  Use of any automated entry device or software is prohibited. Creation or use of multiple accounts for registration or participation in the Program is prohibited. To the extent the Program uses or requires functionality of any third party website (e.g., social media sites or platforms that enable broad communications, collaboration and/or posting of videos), you understand that the Program is not sponsored by such third parties, and further agree to follow any and all policies, rules, and other terms on such website(s), as applicable. [COMPANY NAME] reserves the right to disqualify any Participant it finds to be tampering with the reward process or the operation of the Program or otherwise violating this Agreement in any way, and reserves the right to cancel the Program should it suspect fraud or for reasons out of the control of [COMPANY NAME]. Disputes regarding these terms and conditions and/or this Program will be governed by the internal laws of the state of [STATE NAME]. CAUTION: ANY ATTEMPT TO DELIBERATELY DAMAGE OR UNDERMINE THE LEGITIMATE OPERATION OF THE PROGRAM MAY BE IN VIOLATION OF CRIMINAL AND CIVIL LAWS AND WILL RESULT IN DISQUALIFICATION OF SUCH PERSON FROM PARTICIPATION IN THE PROGRAM. SHOULD SUCH AN ATTEMPT BE MADE, [COMPANY NAME] RESERVES THE RIGHT TO SEEK REMEDIES AND DAMAGES (INCLUDING ATTORNEY FEES) TO THE FULLEST EXTENT OF THE LAW, INCLUDING CRIMINAL PROSECUTION.   All Participants are solely responsible for compliance with any applicable laws, rules and regulations, contractual limitations, website terms, and/or office or company policies, if any, regarding Participant's participation in the Program or redemption and acceptance of Program rewards; and by entering this Program, Participant confirms that he or she is not in violation of any of the foregoing and has obtained the consent of his or her employer to participate, if applicable. If a Participant is not permitted to accept any redeemed reward, then the Participant may return such prize to [COMPANY NAME]; and [COMPANY NAME] will refund the cost of shipment, as appropriate.   Subject to applicable law, [COMPANY NAME] reserves the right, in its sole and absolute discretion, to (a) cancel, terminate, modify or suspend this Program and this Agreement, for any or no reason, at any time and without any liability, and (b) limit or restrict participation in the Program, upon notice.  In the event the Program is terminated early, Participants agree that all unredeemed points will be considered forfeited, and Participant waives any and all claims or causes of action against [COMPANY NAME] and its affiliates resulting from, related to, or in connection with such forfeiture.    

  5. USER CONTENT & PUBLICITY. Participants acknowledge and agree that [COMPANY NAME] may use the Program for publicity, advertising or other marketing purposes in any media, and may use the name, likeness, and state of residence and/or reward information of potential Participants as part of that publicity, without additional compensation to the potential Participants. Only to the extent permitted by law, by participating in the Program, Participant grants [COMPANY NAME] a non-exclusive, worldwide, perpetual, fully paid, royalty-free, sublicensable (through multiple layers of sub-licensees) right and license to make, use, sell, sublicense, reproduce, distribute, perform, display, prepare derivative works from and otherwise exploit any and all content and/or materials shared with [COMPANY NAME] or uploaded online by Participant in connection with the Program (“User Content”), for the purpose of publishing material on the [COMPANY NAME] website and/or promoting [COMPANY NAME], without restriction. By submitting any such User Content, Participant represents and warrants that: (i) Participant owns the User Content, or otherwise has the right to grant the license set forth in this section, (ii) such User Content, and its submission, posting, display or availability online does not violate applicable law or the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights or any other rights of any person or entity, and (iii) such submission, posting, display or availability online does not result in any breach of contract between Participant and any third party. Participant agrees to pay for all royalties, fees, damages, and any other monies owed to any person or entity by reason of such User Content. To the extent any compensation may be due under applicable law as a result of, or in connection with, [COMPANY NAME]’s exercise of these rights, Participant hereby waives any and all rights to such compensation. To any extent that such User Content contains Participant’s name, likeness, voice or image, Participant hereby grants to [COMPANY NAME], its affiliates, and sublicensees a license to use them in connection with [COMPANY NAME]’s use or promotion of such User Content. Participant hereby irrevocably waives all legal and equitable rights relating to claims for violation of any rights of publicity (or any similar claims) arising directly or indirectly from [COMPANY NAME]’s exercise of its rights pursuant to the license granted hereunder.

  6. COMPUTER, INTERNET, AND PROGRAM ADMINISTRATION. [COMPANY NAME] is not responsible for electronic transmission errors resulting in omission, interruption, deletion, defect, delay in operations or transmission, theft or destruction or unauthorized access to or alterations of entry materials, or for technical, network, telephone equipment, electronic, computer, hardware or software malfunctions or limitations of any kind, or inaccurate transmissions of or failure to receive entry information by [COMPANY NAME] on account of technical problems or traffic congestion on the Internet or at any website or any combination thereof. If for any reason the Program is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes which, in [COMPANY NAME]’s sole determination, corrupts or affects the administration, security, fairness, integrity, or proper conduct of this Program, [COMPANY NAME] reserves the right, in its sole discretion, to cancel, terminate, modify or suspend the Program. If the Program is cancelled for any reason, notice will be posted on the Program website and the rewards may, in [COMPANY NAME]’s discretion, be awarded to eligible Participants.   7. PRIVACY. Any personal information collected by [COMPANY NAME] will be used in accordance with the Agreement and [COMPANY NAME]’s privacy policy. Any questions regarding privacy matters should be directed to the address set out below. Please refer to [COMPANY NAME]’s privacy policy located at [LINK] for important information regarding the collection, use and disclosure of personal information by [COMPANY NAME].

  8. CONFIDENTIAL INFORMATION. In connection with the Program, Participants may receive proprietary [COMPANY NAME] information. Participants shall hold confidential and shall not use or permit others to use any proprietary information identified as such in writing or orally by [COMPANY NAME] or information which Participant knows or has reason to know is confidential, proprietary or trade secret information of [COMPANY NAME].

9. FORCE MAJEURE. [COMPANY NAME] shall not be liable for any delay or failure in performance whatsoever due to Acts of God, earthquakes, shortages of supplies, transportation difficulties, labor disputes, riots, war, fire, epidemics and similar occurrences. The obligations and rights of [COMPANY NAME] shall be extended on a day-to-day basis for a period of time equivalent to the period of the delay.

  10. NO WAIVER. No waiver of rights under this Agreement by either party shall constitute a waiver of this or any other right under this Agreement.  

11. SEVERABILITY. In the event that any term of this Agreement becomes or is declared illegal by any court of competent jurisdiction, such term(s) shall be null and void and shall be deemed deleted from this Agreement. All remaining terms of this Agreement shall remain in full force and effect.

  12. SURVIVAL. Sections 3, 4, 5, 6, 8, 11 and any rights and obligations which by their nature should survive termination or expiration, shall survive the termination or expiration of this Agreement.

  13. NO AGENCY. Neither party has the right or authority to, and shall not, assume or create any obligation of any nature whatsoever on behalf of the other party or bind the other party in any respect whatsoever.

  14. ENTIRE AGREEMENT. This Agreement is the entire agreement between the parties hereto concerning the subject matter hereof and replaces any prior oral or written communications between the parties.