By clicking on the “I AGREE” button below or by otherwise accessing or using Qlik Market as a Developer, you acknowledge and agree that this Agreement shall govern Developer’s conduct, and that Developer is bound by this Agreement. If you are using Qlik Market on behalf of an organization or entity, by clicking on the “I AGREE” button below or by otherwise using Qlik Market, you acknowledge that you have the authority to bind such organization or entity to this Agreement, in which case references to “Developer” will refer to you as well as such organization or entity. If you do not have that authority, or if you do not agree with these terms and conditions, you must leave Qlik Market and you are not permitted to submit any Qlik Market Solutions for inclusion in Qlik Market.
1. Licenses to Developer
Subject to all the terms and conditions of this Agreement and the Site Terms, Qlik hereby grants to Developer a non-exclusive, non-transferrable, non-assignable right and license (without the right to sublicense), revocable license to use the NFR or development licenses of Qlik’s proprietary software that Qlik has provided to Developer under Developer’s Partner Agreement for the sole purpose of developing and testing Qlik Market Solutions (“Developer’s Qlik Market Development License”). In the event of a conflict between this Agreement and any other agreement between Developer and Qlik, this Agreement shall govern to the extent applicable to Developer’s Qlik Market activities, except as stated herein.
Except as otherwise expressly permitted herein Developer may not, directly or indirectly, (a) make, rent, lease, sell, offer to sell, copy, modify, adapt, decompile, reverse engineer, disassemble, create derivative works, or derive the source code of any Developer Qlik Market Software License or any part thereof or (b) distribute, transmit, provide access to any Developer Qlik Market Software License or provide copies of any Qlik software to any third party; or use (c) any Developer Qlik Market Software License to provide production (whether or not for fee) or to provide for-fee products or services to any third party. Developer acknowledges and agrees that any right to provide Qlik products and/or services to any third party may only be in accordance with a separate written agreement between Developer and Qlik.
2. Submission of Qlik Market Solutions
Developer may submit proposed Qlik Market Solutions for approval by Qlik via the Qlik’s partner portal (“Partner Portal”). Qlik Market Solutions may be included in Qlik Market in one of two ways: A Qlik Market Solution may be downloaded by Users directly via Qlik Market provided that it is approved by Qlik (in its sole discretion) (each, a “Validated Solution”). Alternatively, Qlik may link Users to a website owned by Developer (or a third party authorized by Developer) for licensing Qlik Market Solutions via such website provided that it is approved by Qlik (in its sole discretion) and meets all of the criteria specified in Section 4 below (each, a “Referral”). Upon submission of a Qlik Market Solution, Developer must designate whether it desires for the Qlik Market Solution to be included in Qlik Market as a Validated Solution or a Referral.
Upon submission Developer must identify clearly who developed the Qlik Market Solution, who is submitting it, and if Developer is a group or entity, Developer must designate a representative to be Developer’s principal contact with respect to the Qlik Market Solution.
3. Validated Solutions
Validation is currently provided free of charge, however, Qlik reserves the right at any time to charge a fee for validation, which fee will be set forth in Qlik Market section of the Partner Portal or notified to Developer at the time of submission.
By submitting a Qlik Market Solution for validation, Developer represents and warrants that the Qlik Market Solution (a) meets the functional specifications provided by Developer and (b) is compatible with the version of the Qlik software indicated by Developer. Qlik Market Solutions submitted for validation will undergo an evaluation and testing process conducted by Qlik to determine that the Qlik Market solution meets Qlik’s requirements for Validated Solutions, which may include confirmation of the foregoing. Notwithstanding anything herein to the contrary, Qlik may, in its sole discretion, decline to test and/or approve any Qlik Market Solution for validation for any reason. Developer agrees to provide any cooperation, materials and collateral that Qlik requires for evaluation, testing and maintenance of Qlik Market Solutions, and to meet any of Qlik’s other requirements.
Developer will be required to resubmit Qlik Market Solutions for validation if Developer desires for such Qlik Market Solutions to be validated as compatible with any upgrade or new version of the applicable Qlik software launched after the original approval of such Qlik Market Solutions as Validated Solutions. If Developer fails to so re-submit, Qlik may decline to list such previously approved Qlik Market Solutions as Validated Solutions and/or remove them from Qlik Market. For clarity, Developer shall not be required to make any Qlik Market Solution compatible with any such upgrade or new version, but Developer will at all times clearly convey to Users which version(s) of the applicable Qlik software with which Developer’s Qlik Market Solutions are compatible.
Developer will pay an annual fee (“Administration Fee”) for making a Validated Solution available via Qlik Market in the amount set forth in Qlik Market section of the Partner Portal, which fee shall be waived through September 30, 2018.
Validated Solutions offered through Qlik Market must currently be offered to Users free of charge. However, in the future, Qlik may, in its sole discretion, allow Developer to charge a reasonable license fee to Users for licensing Validated Solutions offered through Qlik Market, in which case Qlik will be entitled to a percentage of User fees as set forth in the Qlik Market section of the Partner Portal (the “Revenue Share”).
Qlik Market Solutions submitted for consideration as Referrals will be given a summary review to determine whether or not Qlik will post a link to the Qlik Market Solution in Qlik Market. If approved as a Referral, Qlik will include a description of the Referral in Qlik Market and a link to the location from which the Qlik Market Solution may be downloaded.
Developer hereby grants Qlik a worldwide, royalty-free, non-exclusive, transferable right and license to (i) use Developer Marks (including those associated with the Referral) for purposes of marketing and promoting the Referral, (ii) link Users to the site where the Referral is available, (iii) use the Referral for marketing, testing and promotional purposes, and (iv) reproduce screenshots of the Referral (or excerpts or portions thereof) in any promotional or other materials or content or works propagated, transmitted, broadcast or published by Qlik.
Developer will pay an Administration Fee for linking of a Referral via Qlik Market in the amount set forth in Qlik Market section of the Partner Portal, which fee shall be waived through September 30, 2018.
5. Data Collection and Privacy Practices
6. Developer Representations and Warranties
By submitting a Qlik Market Solution to Qlik for inclusion within Qlik Market, Developer represents and warrants that (a) the Qlik Market Solution constitutes Developer’s original work and/or development, or, if the Qlik Market Solution includes third party components, Developer has acquired all necessary rights to combine such third party components with Developer’s work and to offer the combined product or service to the public, (b) the Qlik Market Solution does not contain any viruses, Trojan horses, worms or other harmful or malicious code, (c) the Qlik Market Solution may be offered on Qlik Market to the public and does not and will not violate the patent, copyright, trademark or other intellectual property or other right of a third party, (d) Developer has complied with Developer’s own organization’s and any relevant employer’s policies regarding ownership of intellectual property and confidential/proprietary information and (e) developer has the right to offer the Qlik Market Solution to the public through Qlik Market in full compliance with any such policies (if applicable).
7. User Payments for Validated Solutions; Reporting
At such time as Qlik allows Developers to charge Users through Qlik Market for licenses to Validated Solutions, payment processing and other required terms, which may allow for a percentage of licenses fees to be remitted to Qlik, will be included in the Qlik Market section of the Partner Portal. Developer agrees to provide any reports requested by Qlik relating to licensing and other metrics pertaining to Developer’s Qlik Market Solutions.
8. Developer’s Support Obligations
Developer acknowledges and agrees that its conduct will affect the success of Qlik Market and Qlik’s goodwill and good reputation. Therefore, Qlik requires that Developer be fully engaged in all aspects of the User experience and Developer’s relationship with Users.
Users may be allowed to critique and comment on Developer’s Qlik Market Solution and their experience with Developer on Qlik Market, and such information will be available via Qlik Market or QlikCommunity. Qlik may use any such information in reviewing Developer’s Qlik Market Solutions and determining whether to continue to offer them via Qlik Market.
Support of Developer’s Qlik Market Solutions is entirely Developer’s obligation, and Qlik will not provide any support to Users with respect to Developer’s Qlik Market Solutions. Developer must provide at least email support to Users of Developer’s Qlik Market Solutions, and are encouraged to provide telephone and/or other web-based support at Developer’s option. Developer is required to respond to all requests and inquiries regarding Developer’s Qlik Market Solution.
Developer is expected to provide periodic bug fixes, error corrections and updates to Developer’s Qlik Market Solution, and Developer shall keep all Qlik Market Solutions up to date with any updates of the applicable Qlik software. It is Developer’s obligation to create a license agreement governing the use of Qlik Market Solutions (the “User Agreement”), which will make clear that Qlik has no responsibility for any aspect of any Qlik Market Solution. Without limiting the foregoing, the User Agreement shall expressly and for the benefit of Qlik, disclaim all warranties and state that Qlik shall have no liability for damages (whether direct, indirect, consequential or otherwise) thereunder.
Qlik reserves the right to re-evaluate any Qlik Market Solutions that have been previously approved as Validated Solutions or Referrals to determine whether to continue to include such Qlik Market Solutions as Validated Solutions or Referrals. Such re-evaluation may also be required upon Qlik software version changes.
Qlik has the right to remove any Qlik Market Solution from Qlik Market at any time for any reason or no reason. If Qlik removes a Validated Solution from Qlik Market without Developer’s having breached this Agreement, Qlik will return Developer’s Administration Fee paid in advance (if any) on a prorated basis, based on payment through the termination date. Developer also has the right to have Developer’s Qlik Market Solution removed at any time upon Developer’s written notice to Qlik; however, if Developer requests removal, Developer shall not be entitled to a refund of any previously paid Administration Fee.
9. Promotion and Marketing
Developers are reminded that their Partner Agreements govern Developer’s use of Qlik branding and product naming. Accordingly, no Qlik Market Solution may incorporate in any way any Qlik registered trademark or variant thereof (including but not limited to “Qlik”) in the name of such solution. Any solution submitted by a Developer or which is listed by a Developer which includes any Qlik registered trademark or variant thereof shall not be eligible to be validated or included in Qlik Market, and Qlik shall be entitled to take any and all actions available to Qlik to enforce its rights in Qlik’s trademarks.
While Developer’s Qlik Market Solutions are being offered on Qlik Market, in connection with promotion and licensing of Developer’s Qlik Market Solution(s): (a) Developer is permitted to use the name “Qlik Market” in a size/font no larger than Developer’s name or logo, together with Developer’s own name or logo in connection with a Qlik Market Solution, to promote the availability of the Qlik Market Solution in Qlik Market, and (b) if Developer’s Qlik Market Solution is a Validated Solution, Developer is permitted to state that it is a Validated Solution available on Qlik Market. If Developer’s Qlik Market Solutions are no longer available via Qlik Market, or at Qlik’s request at any time, Developer shall cease using the “Qlik Market” name and promoting a Qlik Market Solution as a Validated Solution. All use of Qlik’s marks, including “Qlik Market” must be in accordance with Qlik’s then-current Partner Brand Policy.
10. Infringement Claims
QLIK DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING ANY QLIK MARKET SOLUTION TO DEVELOPER, USERS OR TO THE GENERAL PUBLIC. VALIDATION OF A QLIK MARKET SOLUTION IS NOT A REPRESENTATION OR WARRANTY TO DEVELOPER OR TO ANY THIRD PARTY ABOUT THE FUNCTIONALITY OR QUALITY OF SUCH QLIK MARKET SOLUTION, AND DEVELOPER MUST NOT REPRESENT VALIDATION IN A MANNER INCONSISTENT WITH THIS PARAGRAPH. VALIDATION MEANS ONLY THAT DEVELOPER’S QLIK MARKET SOLUTION HAS MET QLIK’S MINIMUM TESTING STANDARDS TO PERMIT IT TO BE OFFERED ON THE QLIK MARKET. CERTAIN STATES AND/OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO CERTAIN EXCLUSIONS MAY NOT APPLY TO DEVELOPER.
12. Qlik Development
Qlik itself invests in research and development, and has many products, services, tools and solutions in development, including its own Qlik Market Solutions. There is no guarantee that Qlik is not developing, or will not develop, a product or service or tool (including new features of any of Qlik’s software products) that may appear to be similar to a Qlik Market Solution.
Qlik reserves the right directly, or acting through agents or third parties, to investigate any violation of this Agreement and take appropriate remedial action. Qlik may enforce the terms of this Agreement by any legal means, including, but not limited to, warning Developer of violations; disabling or suspending privileges and/or access; removing, blocking or editing any content (including Qlik Market Solutions); or prohibiting any behavior that does not comply with this Agreement, or which is otherwise inappropriate, harmful or objectionable. Qlik may release information concerning Developer’s use of Qlik Market (including records and published content) when it believes release is appropriate to comply with the law (e.g., pursuant to a subpoena, warrant or court order); to enforce or apply this Agreement; to protect our rights or property; to protect against fraudulent, abusive or unlawful use of Qlik Market; or if Qlik reasonably believes that a situation involving imminent danger of death or serious bodily injury to any person requires disclosure. Deliberate attempts by Developer or someone on Developer’s behalf to evade or circumvent the suspension or termination of Developer’s rights to use Qlik Market violate this Agreement and may result in legal action. To report violations of this Agreement, please email email@example.com with appropriate details, including Developer’s contact information.
As used in this Agreement, “Confidential Information” means any information described below which is disclosed by Qlik or Developer (“Discloser”) to the other party (“Recipient”) that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Developer’s Confidential Information is limited to any proprietary code underlying Developer’s Qlik Market Solutions and any nonpublic information that Developer submits to Qlik in writing as part of the Qlik Market Solution validation process. Qlik’s Confidential Information includes, without limitation, nonpublic aspects of Qlik Market, Qlik’s software and services, nonpublic aspects of third-party Qlik Market Solutions listed on Qlik Market to which Developer may obtain access as a result of the relationship between Developer and Qlik pursuant to this Agreement, and all nonpublic technology, technical information and product plans to which Developer obtains access as a result of Developer’s activities under this Agreement. Confidential Information shall not include any information that Recipient can show: (a) is or becomes generally known to the public without breach of an obligation owed to the Discloser; (b) was known to the Recipient before its disclosure by the Discloser without breach of an obligation owed to the Discloser; (c) was independently developed by the Recipient without reference to or use of any of Discloser’s Confidential Information; or (d) is received from a third party not known to Recipient to be under an obligation owed to the Discloser.
During the Term and for five (5) years thereafter, Recipient (i) shall not disclose any of Discloser’s Confidential Information without the prior written consent of Discloser, (ii) shall not use Discloser’s Confidential Information other than in connection with this Agreement and (iii) shall protect Discloser’s Confidential Information from unauthorized use or disclosure in the same manner that it protects the confidentiality of its own proprietary and confidential information of like kind (but always using at least reasonable care). If the Recipient discloses or uses (or threatens to disclose or use) any Confidential Information of the Discloser in breach of its obligations hereunder, the Discloser shall have the right, in addition to any other remedies available to it, to seek injunctive relief to enjoin such acts, it being specifically acknowledged by the parties that any other available remedies at law may be inadequate. If the Recipient is compelled by law to disclose Discloser’s Confidential Information, it shall provide the Discloser with prior notice of such requirement (to the extent legally permitted) and reasonable assistance, at Discloser’s cost, if the Discloser wishes to contest the disclosure.
Qlik may change the terms of this Agreement from time to time by posting a revised Agreement to the Qlik Site. Any use of Qlik Market after such posting shall be governed by such revised terms.
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This Agreement was last updated on June 5, 2018.