Dell Expert Network

US Dell Expert Network - Membership Terms and Conditions

Purpose

These terms and conditions (the “Terms”) describe the benefits, criteria, conditions, requirements and rules of membership and participation in the Dell Expert Network (the "Network"). These Terms are a legal agreement between you and Dell Technologies and its direct and indirect subsidiaries (“Dell”). By registering and participating in the Network, you agree to these Terms, which may be updated from time to time without prior notice. Dell reserves the right to modify or discontinue the Network at any time and for any reason.

Network Overview

The Network was created to reward and educate IT Consultants and Managed Service Providers (“Network Members”) who refer their customers to purchase from Dell.
Network Members are eligible for rewards on qualifying purchases and have access to dedicated sales support on Dell technology, products, and services.

Eligibility and Participation Requirements

The Network and associated benefits are available only to individuals who meet the criteria for Network membership as defined and determined by Dell in its sole discretion. To qualify for the Network and Network benefits as a Network Member, you must be an individual professional who provides information technology services to individuals or legal entities in the private sector (“Small Business Customers”). To participate, you must accept these Terms. If you meet the Network requirements and accept these Terms, Dell will enroll you in the Network.

The following categories are ineligible for Network membership:

a. Companies participating in the Dell Technologies Partner program or Dell Channel program;
b. Companies who resell Dell Technologies products;
c. Employees of companies who utilize a resale tax exemption certificate for IT hardware purchases.

If Dell determines that you fall into one of the above ineligible categories or that you have otherwise violated these Terms, your Network membership may be immediately terminated, and you will not receive any benefits or Rewards related to the Network. In the event that Dell cancels your membership due to a violation of these Terms or other actual or reasonably suspected misconduct, Dell reserves the right to invalidate any Rewards earned prior to termination.

Network Rewards

If you are accepted into the Network, and for as long as you remain eligible for Network participation, you will receive three percent (3%) in rewards (“Rewards” or “Network Rewards”) for every qualifying purchase that you place with Dell, calculated against the subtotal value of those transactions (i.e. before taxes and shipping). Your Rewards total will be communicated to you by your Network Account Manager once per quarter or you can check your Rewards balance by visiting the portal. Rewards will be valid for a period of ninety (90) days after they are issued. Rewards not used within those 90 days will expire. Rewards may only be used toward purchases directly from Dell. Rewards are subject to a quarterly cap, as described below. The cap is determined by Dell in its sole discretion and may vary from quarter to quarter. If Rewards were awarded for a purchase that you’re returning, then Dell will deduct the rewards amount you received for the product you are returning from your Rewards account balance. If Rewards were used as a payment type for a purchase you’re returning, then your Rewards account will be credited the amount of Rewards you used for your returned purchase. Rewards earned as part of the Network are separate from any rewards earned by the Network Member on its own purchases as a member of any other applicable Dell rewards program (e.g., Dell Rewards).

a. Qualifying Purchases
A qualifying purchase shall be a purchase which is made via the following purchase options:
i. An order placed by you, the IT Consultant, on behalf of your Small Business Customer, with your Network Account Manager; or
ii. An order placed directly by your verified and linked Small Business Customer via a Network Account Manager. Your Small Business Customer must provide your company information to the Dell Account Manager.

b. Rewards Cap
Rewards are subject to a quarterly rewards cap of five thousand points (the “Rewards Cap”). Dell reserves the right to change this Rewards Cap at any time. In the event that the Rewards Cap is modified, these Terms will be updated, and notice will be provided to existing Network members.
Subject to the Rewards Cap and to Dell having both invoiced and received payment from your Small Business Customer for the relevant qualifying purchase, Rewards will be communicated to you once per quarter, and will be issued to you within 30 days of shipment of an order.
For purposes of the Rewards Caps, the fiscal quarters shall be three (3) month periods beginning February 1 of each year (Feb, Mar and Apr = Q1, May, Jun and Jul = Q2, Aug, Sept and Oct = Q3, Nov, Dec and Jan = Q4).

c. Redemption of Rewards against a purchase
When you wish to make a purchase redeeming your Rewards, contact your Account Manager to have the Rewards applied to your order. You are entitled to redeem your Rewards against the Dell promotional price.

Additional Network Benefits

In addition to being eligible for Rewards, Network Members may receive complimentary access to courses on Dell products and services and will have the assistance of a dedicated Account Manager who will serve as a single point of contact regarding Network membership and rewards.
Network Members may also be provided additional advantages from time to time, such as participation in events, campaigns, access to the Dell Solutions Center and Microsoft Technology Center, and special offers.

General Network Rules and Restrictions

1. You shall not purchase Dell products for resale.
2. Network benefits may be changed or canceled at any time by Dell without prior notice, and the Rewards Cap may be changed at any time by Dell without prior notice. Any changes to the Network benefits or Rewards Cap will be published on the Network home page and will be communicated to you at the end of the relevant quarter in which such changes were made. Changes will be applicable from the following quarter.
3. The Network may be canceled by Dell at any time without notice. In the event of termination of the Network, you will receive any Rewards owed as of the date of termination.
4. You are solely responsible for compliance with all applicable laws, rules, and regulations with respect to products, services, or solutions you provide or refer to Small Business Customers.
5. You agree that you will not share (with your Small Business Customers or other third parties), publish, submit, or post any blog, social media post, tweet, text, photograph, video, music, audio/sound recording, artwork, or other content, material, or information (collectively, the “Material”) that:

1. Violates or infringes any rights of any other party, including but not limited to copyright, trademark, privacy, publicity, or any other intellectual property rights;
2. Contains material that is inappropriate, indecent, obscene, hateful, tortious, defamatory, slanderous, or libelous;
3. Contains material that is unlawful, in violation of or contrary to the laws or regulations of any jurisdiction where the Material is created;
4. Contains information that you know or reasonably should know to be false, inaccurate, or misleading;
5. Makes any claims about Dell or Dell products that would require substantiation, other than as provided and approved by Dell;
6. Contains content that is, or may reasonably be considered to be, hate speech, or promotes bigotry, racism, hatred, or harm against any group or individual or promotes discrimination based on race, gender, religion, nationality, disability, sexual orientation, or age;
7. Contains material or content for which you have been compensated or appear to have been compensated or granted any consideration by any third party;
8. Disparages Dell or any other person or party; or
9. Contains material not consistent with the image and values of Dell.

Licenses

Dell agrees to grant the Network Member a limited, revocable, non-assignable, non-sublicensable, royalty free, non-exclusive license to use its name, logo, and trade and service marks (the “Dell Marks”) for the purpose of accurately identifying the Dell products and related services and describing the Network to Small Business Customers in accordance with these Terms. Network Member must obtain prior written approval from Dell for all uses of Dell’s Marks. The Network Member agrees to preserve and respect the value and integrity of the Dell logo and any other Dell trademarks, and comply with all Dell brand, trademark, and logo guidelines. The Network Member shall change or correct, at its expense, any material or activity that Dell decides is inaccurate, objectionable, misleading, or a misuse of the Dell Marks. Except as provided herein, the Network Member shall not register or use any domain name or business name containing, or confusingly similar to, any Dell name or mark. Network Member acknowledges and agrees that it shall have no rights whatsoever in any of the Dell Marks other than the rights set forth in these Terms. Nothing in these Terms or otherwise will be deemed to grant to the Network Member an ownership interest in the intellectual property rights in Dell Marks, products, or services, in whole or in part.

Limitation of Liability

In no event shall Dell be liable or responsible to a Network Member for any incidental, indirect, special, or consequential damages whatsoever, even if Dell has been advised, knew of, or should have known of the possibility thereof. In no event is Dell liable for lost income, revenue, or profits, loss of business opportunity, loss of good will or reputation, lost or corrupted data or software, business interruption, or procurement of third-party products or services. Dell’s total liability under these Terms shall not exceed the amount of the Rewards paid by Dell in respect of qualifying purchases placed by the Network Member during the preceding twelve (12) months.

Indemnification

You will indemnify, defend, and hold Dell and its affiliates, subsidiaries, parent and related companies, officers, directors, agents, and employees harmless from and against any and all third-party claims, settlements, judgments, liabilities, damages, losses, suits and expenses of any nature whatsoever, including reasonable outside attorneys’ fees (and fees incurred in enforcing this provision), arising out of, based upon or in connection with, (i) any breach or alleged breach of your obligations or responsibilities under these Terms, including any of your representations, warranties, or omissions hereunder; (ii) your alleged or actual negligence or violation of applicable law; or (iii) death, bodily injury, or property damage to a third-party actually or allegedly caused in whole or in part by your actions or omissions. You will not settle any claim under this section without Dell's prior written consent, such consent not to be unreasonably withheld.

Miscellaneous

1. Dell’s failure to enforce a right does not mean that Dell has waived that right.
2. Dell may assign its rights under these Terms, but you may not do so.
3. These Terms comprise the entire agreement between Dell and you about your participation in the Network.

Confidentiality

Information exchanged in connection with the Network that is not generally known to the public, whether or not it is expressly designated as confidential or which, due to the nature of the information or the circumstances surrounding its disclosure, should reasonably be understood to be confidential (“Confidential Information”), may only be disclosed to an associate of a Member on a “need-to-know” basis and shall be reasonably protected against disclosure to third parties. The receiving party shall be liable to the disclosing party for disclosures by it or its personnel, associates or advisors. The Parties’ obligations to protect Confidential Information shall survive the expiration or earlier termination of these Terms for three years.

Privacy

Please review Dell’s Privacy Statement and related information about your privacy and Dell’s use of your information.

Governing Law; Dispute Resolution

To the extent permitted by applicable state law, the Laws of Texas will govern these Terms as though it was executed and performed in Texas and without regard to Texas conflicts of laws. The parties agree that any and all claims, causes of action or disputes (regardless of theory) arising out of or relating to these Terms shall be brought exclusively in the courts located in Travis County, Texas. The parties agree that they are independent contractors. These Terms are not intended to create an agency relationship of any kind.