These Terms of Use (the "Portal Terms") govern your access to and use of the FalconStor Partner Portal, however accessed (the "Portal"), currently published at partners.falconstor.com, and at any other address from which FalconStor makes it available from time to time. They supplement, and do not replace, the master agreement signed between FalconStor Software, Inc. ("FalconStor") and your organization (the "Partner Agreement"). By accessing or using the Portal, you agree to these Portal Terms on behalf of your organization.
1. Order of precedence
If there is a conflict between these Portal Terms and the Partner Agreement, the Partner Agreement controls for all matters within its scope (including but not limited to commercial terms, intellectual-property assignment, indemnification, confidentiality, and governing law for the broader relationship). These Portal Terms apply to Portal-specific operational matters.
2. Eligibility, account, and partner responsibility
You may access the Portal only if (a) your organization is a current FalconStor partner under a signed Partner Agreement and (b) you are an authorized representative of that organization. Portal accounts are created, approved, and activated by FalconStor and are issued to named individuals; you cannot provision, transfer, or delegate Portal access yourself. You are responsible for:
- Keeping your credentials confidential and not sharing your account
- All activity that occurs under your account
- Promptly notifying FalconStor at partners@falconstor.com if you believe your account has been compromised or accessed without authorization
- Telling FalconStor promptly, at partners@falconstor.com, when someone at your organization should no longer have access to the Portal, for example because they have changed role or left your organization
More broadly, you are solely responsible for the accuracy and lawfulness of content you submit to the Portal, your use of any Portal outputs (including AI-generated outputs) in your customer and prospect interactions, the commitments and representations you make to those individuals, and your compliance with applicable laws (including data-protection, consumer-protection, export-control, anti-corruption, and sector-specific regulations) in connection with your use of the Portal.
FalconStor provides the Portal as a tool for your use under our Partner Agreement. We do not direct your business activities, approve your communications with third parties, or act as a party to your customer relationships. Certain Portal features transmit messages and host pages that you compose and direct to your own contacts; you are responsible for the content of those communications and for having a lawful basis to send them, and our transmitting or hosting them at your direction does not make us a party to that communication. You may not represent FalconStor to third parties except as expressly authorized in the Partner Agreement.
3. Acceptable use
You will not, and will not allow anyone to:
- Use the Portal in violation of applicable law or regulation
- Submit content you do not have the right to submit, or content that infringes intellectual-property, privacy, or other rights of third parties
- Submit personal data without a lawful basis to share it with FalconStor and its sub-processors (see the Privacy Notice)
- Attempt to access data, accounts, or systems that do not belong to you
- Reverse engineer, decompile, or otherwise probe the Portal except as expressly permitted, or carry out bulk extraction, systematic downloading, or retention of Portal data outside the Portal, except as reasonably needed for a specific transaction you are working on
- Use AI features to generate, refine, or distribute material that is unlawful, defamatory, harassing, or designed to deceive
- Use AI-generated outputs to develop a product or service that competes with FalconStor
- Introduce malware, viruses, or any code intended to disrupt or damage the Portal
- Access the Portal by automated means, or at volumes or frequencies, other than through the interfaces we provide for interactive use, or otherwise generate load that materially impacts service for other users
- Misrepresent your identity, affiliation, or authority
4. Content you submit
You retain ownership of all data, files, and content you submit to the Portal ("Partner Content"). You grant FalconStor a limited, non-exclusive, worldwide license to host, store, transmit, display, and process Partner Content as needed to provide the Portal and any features you use, and to perform our obligations under the Partner Agreement.
You represent and warrant that you have all rights necessary to submit each item of Partner Content and to grant the license in this section.
5. End-customer data and customer-facing surfaces
The Privacy Notice describes how end-customer personal data submitted through the Portal is treated. In summary, you are the controller of personal data about your end customers and their personnel, and FalconStor is a processor for the portion of that data we store and surface back to you within the Portal. You will:
- Have a lawful basis to submit that data to FalconStor
- Provide any notices and obtain any consents required of you under applicable law
- Not submit data you are not permitted to share with FalconStor's sub-processors listed in the Privacy Notice
- Share customer-facing links only with the individuals you intend to reach, apply any access protection the Portal makes available for that link, and revoke or disable the link once it is no longer needed
Where you use Portal features that collect personal data directly from your end customers or prospects (for example, prospect-facing landing pages, or customer-facing shareable links), you are responsible for providing those individuals with any notices and obtaining any consents required of you under applicable law. FalconStor does not separately notice those individuals on your behalf.
6. AI features: outputs and disclaimers
The Portal includes AI-assisted features powered by third-party providers. These features can produce outputs that are inaccurate, incomplete, biased, fabricated ("hallucinated"), or otherwise unsuitable for your purpose. You are solely responsible for reviewing, validating, and deciding whether to use any AI output.
AI outputs are not legal, tax, financial, medical, or other professional advice. You will not represent AI outputs to your customers or third parties as authoritative FalconStor statements unless they have been reviewed and approved by an authorized FalconStor employee.
AI-assisted features may process the content you provide and the business records you keep in the Portal, including information about your customers, your prospects, and the individuals associated with them. They may do so automatically as part of normal Portal operation, and not only when you ask for an output. The Privacy Notice describes how that information is handled.
Material the Portal generates from your inputs ("Generated Output") is provided to you for use in connection with your work as a FalconStor partner, subject to these Portal Terms and the Partner Agreement. FalconStor may store, reproduce, and reuse Generated Output to operate, secure, and improve the Portal. No ownership of the Portal, or of the underlying systems or models used to produce Generated Output, transfers to you. FalconStor gives no warranty of exclusivity: comparable or identical Generated Output may be produced for other partners, and you should not treat Generated Output as proprietary to you.
7. Pipeline, deal-registration, and renewal-related conduct
Where the Portal supports pipeline, deal-registration, and renewal-related features:
- You will submit truthful information about opportunities and their stage
- You will not submit fictitious, duplicate, or speculative opportunities to obtain advantages
- You will use renewal and license information made available to you in the Portal only in connection with your work as a FalconStor partner
- You will treat license keys, and any certificate, export, or other document containing them, as confidential; disclose them only to the end customer entitled to the license; not retain, copy, or republish them beyond that purpose; and tell FalconStor promptly at partners@falconstor.com if one is exposed or disclosed in error
- Commercial outcomes (lead protection, deal-registration approval, compensation, escalation paths, renewal economics) are governed by the Partner Agreement and applicable partner-program documents, not by these Portal Terms
8. Beta, preview, and limited-availability features
Features we make available on a limited, staged, or evaluation basis (whether or not they are labeled as such, and whether we enable them for your organization or for individual users) are provided as-is, without any service-level commitment, and may change, degrade, or be removed at any time without notice. Do not rely on them for production-critical workflows.
9. Suspension and termination of Portal access
FalconStor may suspend or terminate your Portal access (or any user account within your organization) at any time and without prior notice for any of the following:
- Material breach of these Portal Terms or the Partner Agreement
- Conduct that creates security, legal, or reputational risk to FalconStor, its customers, or other partners
- A legal or regulatory requirement to do so
On suspension or termination of Portal access, FalconStor may also disable or remove any public-facing pages, shareable links, or other externally reachable surfaces created through the Portal by you or by users in your organization. You remain responsible for anything you collected through them while the access was active, and for meeting your own obligations to the individuals concerned.
Termination of Portal access does not by itself terminate the Partner Agreement; consequences of broader termination are governed by the Partner Agreement.
10. Intellectual property
FalconStor and its licensors own the Portal, including all software, design, content, trademarks, and documentation FalconStor provides. No rights are granted to you beyond those expressly stated. You retain ownership of Partner Content as described in Section 4.
Subject to these Portal Terms and the Partner Agreement, FalconStor grants you a revocable, non-exclusive, non-transferable, non-sublicensable right to use and share the materials we make available to you through the Portal, including Generated Output, solely to promote, sell, and support FalconStor products in your capacity as a FalconStor partner. You will not modify those materials, or remove any notice or marking they carry, unless we tell you otherwise in writing. This right ends when your Portal access ends or when we withdraw it, whichever comes first.
11. Disclaimers
Except where the Partner Agreement says otherwise, the Portal is provided "as is" and "as available", without warranties of any kind, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, and non-infringement. FalconStor does not warrant that the Portal will be uninterrupted, error-free, secure against every threat, or that AI outputs will be accurate or fit for your purpose.
12. Limitation of liability
Limitation of liability is governed by the Partner Agreement. To the extent there is no applicable limitation-of-liability provision in the Partner Agreement covering Portal use, FalconStor's entire liability and your exclusive remedy arising out of or related to the Portal shall be limited to the greater of US $500 or the amounts, if any, your organization paid FalconStor specifically for access to the Portal. For the avoidance of doubt, that second amount does not include sums paid for FalconStor products or services, or any transaction value recorded in, processed through, or originating from the Portal. In no event will FalconStor be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, revenues, or data, even if advised of the possibility.
13. Governing law and dispute resolution
Governing law and dispute resolution are governed by the Partner Agreement. To the extent the Partner Agreement does not address Portal use specifically, these Portal Terms are governed by the laws of the State of Texas, without regard to its conflict-of-laws principles. You consent to the exclusive jurisdiction and venue of the state courts sitting in Travis County, Texas or the federal courts in the Western District of Texas to resolve any disputes arising under these Portal Terms.
14. Changes to these Portal Terms
We may update these Portal Terms from time to time. When we do, we will change the "Last updated" date at the top of these Portal Terms, and for material changes we will take reasonable steps to bring the change to your attention. Your continued use of the Portal after we post an updated version constitutes acceptance of it. If you do not agree, stop using the Portal and contact your FalconStor representative.
15. Miscellaneous
If any provision is held unenforceable, it will be reformed to the minimum extent necessary and the remainder will continue in effect. Failure to enforce a provision is not a waiver. These Portal Terms do not create any partnership, joint venture, employment, or agency relationship beyond what the Partner Agreement establishes.
Section 4 (Content you submit), Section 10 (Intellectual property, other than the limited grant in that section, which ends as stated there), Section 11 (Disclaimers), Section 12 (Limitation of liability), Section 13 (Governing law and dispute resolution), and this Section 15 survive the end of your Portal access. FalconStor may assign these Portal Terms, in whole or in part, to a successor in interest, including in connection with a merger, acquisition, or sale of all or substantially all of its assets; you may not assign them without our prior written consent. We may give you notices at the email address associated with your Portal account, and such notices are effective when sent.
16. Contact
Legal: legal@falconstor.com
Partner contact: partners@falconstor.com
FalconStor Software, Inc.
111 Congress Ave, Suite 500
Austin, TX 78701, USA