This Certification Program Agreement (“Agreement”) is between the individual registering for and taking the exam (“you”) and Tableau Software, LLC, or its applicable Affiliate (as defined below) (“Tableau”) and governs your participation in (including use of and access to) the Tableau Certification Programs (as defined below). BY CHECKING THE ACCEPTANCE BOX OR USING A TABLEAU CERTIFICATION PROGRAM, YOU ARE ACCEPTING ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN AGREEMENT SIGNED BY YOU AND LEGALLY BINDING BETWEEN YOU TABLEAU. IF YOU DO NOT AGREE TO ALL OF THESE TERMS AND CONDITIONS, DO NOT CHECK THE ACCEPTANCE BOX OR USE A TABLEAU CERTIFICATION PROGRAM. 1. Definitions acknowledge and agree that Tableau Certification Programs may be provided in conjunction with third party service “Affiliate” means any entity that directly or indirectly providers (each, a “Provider”). Additional terms and controls, is controlled by, or is under common control with conditions (available at Program Terms Page), including those the subject entity. For purposes of this definition, “control” related to Exam requirements, accommodation requests, (and its derivatives) means the possession, directly or Exam rules, no-shows, cancellations, and refunds, will govern indirectly, of the power to direct or cause the direction of the your use of Provider’s services (such terms, the “Provider management or policies of a person, whether through the Terms”). You hereby acknowledge the privacy policies that are ownership of voting securities, by contract, or otherwise. part of the Provider Terms and agree to comply with the other “Exam” means an examination for a particular Tableau Provider Terms. Certification Program. 2.3 Changes. Tableau reserves the right to modify or “Tableau Affiliated Parties” means Tableau and its Affiliates, discontinue the Tableau Certification Programs, in whole or in and its and their respective shareholders, directors, officers, part, at any time in Tableau’s sole discretion. Changes to the employees, agents, and representatives. Tableau Certification Programs will be posted to the Tableau Certification Website, and it is your responsibility to check the “Tableau Certification Designation” means the specific Tableau Certification Website periodically to be aware of designation and associated logo for a particular Tableau changes. Tableau reserves the right to modify this Agreement, Certification Program. in whole or in part, at any time in Tableau’s sole discretion. “Tableau Certification Program” means a certification Changes to the Agreement will be effective no later than the program available through the Tableau Certification Website. date indicated on such modified agreement, or if no such date is indicated, thirty (30) days following the posting of the “Tableau Certification Website” means the Tableau modified version of the Agreement on the Tableau certification website available at Certification Website. Your continued participation in any https://www.tableau.com/learn/certification, or any Tableau Certification Program after the modified version of successor site. this Agreement becomes effective constitutes your “Your Sponsor” means your employer, the entity to which acceptance of the modified version. you provide services, or any entity that has sponsored your 2.4 License to Your Submissions. Tableau Certification participation in a particular Tableau Certification Program. Programs, including Exams, may permit you to make certain 2. Tableau Certification Program information, data, or other content available through or in connection with a Tableau Certification Program, including 2.1 Account Information. You may need to register to your ideas, suggestions, questions, requests, use all or part of a Tableau Certification Program. You may recommendations, corrections, or other feedback (each, a have more than one account for different Tableau “Submission”). You hereby grant to Tableau and its Affiliates a Certification Programs. Your login credentials and your worldwide, royalty-free, fully paid-up, non-exclusive, account are for your personal use and you will not share your perpetual, irrevocable, transferable, and fully sublicensable login credentials or your account with any third party. You, (including through multiple tiers of sublicensees) license to and not Tableau, are responsible for any use or misuse of your reproduce, distribute, perform, display, create derivative login credentials and all activities occurring from your works of, adapt, modify, and otherwise use and exploit such account. You will maintain the confidentiality of, and use Submission for any purpose without restriction and without reasonable efforts to prevent unauthorized use of, and will payment. You further hereby irrevocably waive and covenant promptly notify Tableau of any confidentiality breach or not to assert against Tableau or its Affiliates any moral rights unauthorized use of, your login credentials or your account. or other rights with respect to attribution of authorship or 2.2 Additional Terms. You hereby acknowledge the integrity of materials regarding your Submissions that you may Tableau Privacy Statement (available at have under applicable law. https://www.tableau.com/privacy) and privacy terms set 3. User Rights and Responsibilities forth in Section 10, and agree to comply with the Tableau policies located at https:// 3.1 Exam Access. You may not access any Exam until you mkt.tableau.com/files/TableauCertificationProgram_ have accepted this Agreement and any applicable Provider Terms&Policies.pdf (the “Program Terms Page”). You further Terms. You may not access any Exam until you have completed Tableau Software Certification Program Agreement Jan. 4, 2021 any pre-requisite requirements and Tableau or Provider, as (including data protection, privacy and import and export applicable, has verified such completion. compliance laws, regulations and directives) in connection with your performance under this Agreement 3.2 Accommodations. You must notify Tableau reasonably in advance of an Exam of any request for Exam 3.6 No Agency. You will not advertise, promote, or accommodations in accordance with the Tableau suggest in any manner that any services you provide are in any accommodation policy available on the Program Terms Page. way provided by, sponsored by, or associated with Tableau, or If you have any issue with respect to your request or the that you are employed by, sponsored by, or affiliated with accommodations, you must contact Tableau at Tableau. certification@tableau.com. 3.7 Acceptable Use. The prohibited actions and 3.3 Use of Tableau Certification Designations. Upon prohibited materials set forth in the Acceptable Use and your successful completion of the applicable Exams and any External-Facing Services Policy (available at other requirements described on the Tableau Certification https://www.salesforce.com/company/legal/agreements) are Website or in the applicable Provider Terms for a particular also prohibited with respect to the Tableau Certification Tableau Certification Program, and subject to and Programs. You are responsible for obtaining, maintaining, and conditioned upon your continued compliance with the terms paying for all hardware and all telecommunications and other of this Agreement and such requirements, Tableau grants you products or services needed to use the Tableau Certification a personal, non-exclusive, non-transferable, non- Programs. sublicensable, revocable license to use the applicable Tableau 4. Fees. You agree to pay the fees associated with the Certification Designation for the sole purpose of identifying Tableau Certification Programs, if any. If Your Sponsor has paid yourself as having successfully attained the applicable the applicable fees on your behalf, then you will not be Tableau certification. You will use such Tableau Certification responsible to pay them. Fees for the Tableau Certification Designation in a manner consistent with industry standards Programs, including fees for Exams, may be subject to change and will provide samples of your use upon request by without notice. Tableau. You will not modify such Tableau Certification Designation in any way. 5. Representations and Warranties 3.4 Additional Restrictions. All rights not expressly 5.1 Representations and Warranties. You hereby granted herein are reserved by Tableau. As between you and represent and warrant to Tableau that you have full right and Tableau, Tableau solely owns all right, title, and interest in the power to enter into and perform this Agreement without the name “TABLEAU”, the Tableau Certification Designation, and consent of any third party, and your performance under this Tableau’s trademarks (collectively, the “Tableau Marks”). All Agreement will not conflict with any other obligation you may goodwill arising from the use of the Tableau Marks will vest have to any other party. in and inure to the benefit of Tableau. Your use of the Tableau Marks will comply with any trademark use policies and 5.2 Disclaimer. TABLEAU CERTIFICATION PROGRAMS marketing guidelines provided by Tableau or its Affiliates, all AND INFORMATION, DATA, OR OTHER CONTENT AVAILABLE of which are incorporated by reference herein. You will take THROUGH OR IN CONNECTION WITH TABLEAU CERTIFICATION no action inconsistent with Tableau’s ownership of the PROGRAMS ARE PROVIDED ON AN “AS IS,” “WHERE IS,” AND Tableau Marks, and will not use, register, or seek to register, “WHERE AVAILABLE” BASIS, AND TABLEAU DOES NOT any mark, name (including company, product, or domain GUARANTEE (A) YOUR SATISFACTION WITH TABLEAU name), tagline, social media handle, advertising keyword, or CERTIFICATION PROGRAMS OR YOUR RESULTS, (B) THAT any other source-identifying designation that consists of or TABLEAU CERTIFICATION PROGRAMS OR ANY INFORMATION, incorporates the Tableau Marks or that is otherwise DATA OR OTHER CONTENT AVAILABLE THROUGH OR IN confusingly similar to the Tableau Marks. CONNECTION WITH TABLEAU CERTIFICATION PROGRAMS ARE OR WILL REMAIN ACCURATE, ERROR-FREE, UPDATED, 3.5 No Misrepresentations; Business Practices. You will COMPLETE, CORRECT, OR SECURE, OR (C) THAT YOUR ACCESS not make any representations, guarantees, warranties or TO TABLEAU CERTIFICATION PROGRAMS WILL BE other statements of any type (a) concerning any Tableau UNINTERRUPTED. EXCEPT FOR YOUR EXPRESS products or services that are in addition to or inconsistent REPRESENTATIONS AND WARRANTIES IN THIS AGREEMENT, with this Agreement, or (b) by or on behalf of Tableau. You NEITHER PARTY MAKES ANY WARRANTIES, CONDITIONS OR will (i) conduct all business in connection with your use of the UNDERTAKINGS, EXPRESS OR IMPLIED, STATUTORY OR Tableau Certification Designation as expressly permitted by OTHERWISE, INCLUDING WARRANTIES OR CONDITIONS OF this Agreement in a positive and professional manner that TITLE, MERCHANTABILITY OR SATISFACTORY QUALITY, does not harm the reputation of Tableau or Tableau products; FITNESS FOR A PARTICULAR PURPOSE, OR (ii) not engage in any deceptive, misleading, illegal, unethical, NONINFRINGEMENT. or other practices that may be detrimental to Tableau or its products or services, including by (A) suggesting or 6. Term and Termination representing that the Tableau Certification Designation is in 6.1 Term. This Agreement will continue until terminated any way a warranty or guarantee of your abilities with respect as provided in this Section 6 (Term and Termination). to Tableau products or services, or (B) falsely stating or otherwise misrepresenting your certification status; and (iii) comply with all applicable laws, regulations and directives Tableau Software Certification Program Agreement Jan. 4, 2021 6.2 Termination for Cause. Tableau may terminate this FRAUDULENT MISREPRESENTATION; OR (II) ANY OTHER Agreement immediately if Tableau determines in its sole LIABILITY WHICH MAY NOT BE EXCLUDED OR RESTRICTED discretion that you: UNDER APPLICABLE LAW. 6.2.1 assisted, or used assistance from others or any 9. Confidential Information unauthorized sources in completing an Exam; 9.1 Definition of Confidential Information. “Confidential 6.2.2 circumvented, or attempted to circumvent, Tableau Information” means all non-public information in any form, Certification Program procedures or security mechanisms; or that is designated by Tableau as confidential or, that is of such a nature that a reasonable person would consider to be 6.2.3 breached or threatened to breach this Agreement. confidential or proprietary, including all (a) Exam questions 6.3 Termination for Convenience. Tableau may and answers, and (b) non-public information or data terminate this Agreement upon thirty (30) days’ prior written concerning or related to Tableau’s or its customers’ or clients’ notice to you. products (including the discovery, invention, research, improvement, development, manufacture, or sale thereof), 6.4 Effects of Termination. Upon any termination or processes, or general business operations (including sales, expiration of this Agreement: (a) your rights to use any costs, profits, pricing methods, organization, and employee Confidential Information hereunder immediately cease and and customer lists). Notwithstanding the foregoing, you will, at Tableau’s option, return to Tableau or destroy and Confidential Information does not include information that: (i) certify destruction of any Confidential Information; (b) the is rightfully known to you without confidentiality restriction limited permissions granted to you under Section 3.3 (Use of prior to disclosure in connection with your participation in a Tableau Certification Designations) immediately terminate, Tableau Certification Program, (ii) is rightfully obtained by you which requires that you immediately (i) cease use of any from any third party without confidentiality restrictions, or (iii) Tableau Certification Designations and (ii) remove such is or becomes available to the public without restrictions. Tableau Certification Designations from all electronic or hard copy materials, including websites, social media sites or 9.2 Restrictions on Use and Disclosure of Confidential accounts, blogs, email signatures, resumes, and business Information. You will not use or disclose to any person or entity cards; and (c) Sections 1 (Definitions), 2.4 (License to Your any Confidential Information (whether in written, oral, Submissions), 5 (Representations and Warranties), 6.4 (Effect electronic or other form), other than (a) as expressly permitted of Termination), 7 (Indemnification), 8 (Limitation of Liability), in this Agreement or (b) with Tableau’s prior written consent 9 (Confidential Information), 10 (Privacy), and 11 (General) in each case. survive. 10. Privacy 6.5 Suspension. Without limiting any other remedy 10.1 Privacy Statements. Tableau collects, processes, and under this Agreement, Tableau may terminate or suspend stores certain personal information about you in accordance your participation in the Tableau Certification Programs, in with the Privacy Statement (available at whole or in part, at any time and without prior notice to you. https://www.tableau.com/privacy). Providers collect, process, 7. Indemnification. You will indemnify, defend and and store certain personal information about you in hold Tableau and the Tableau Affiliated Parties harmless from accordance with the privacy policies that are part of the and against any all claims, losses, liabilities, damages, costs Provider Terms (available at the Program Terms Page). and expenses, including reasonable attorney’s fees, arising 10.2 Personal Information. You will be required to out of, relating to, or caused directly by your negligent act or provide, and hereby agree to provide, personal information as omissions in regards to your use of the Tableau Certification a condition of participating in a Tableau Certification Program Designation, or your breach or alleged breach of this and gaining access to any Exam. Such personal information Agreement. may be collected at various instances during your participation 8. Limitation of Liability. in a Tableau Certification Program, including during registration, via the Exam, and via self-service portals. This 8.1 SUBJECT TO SECTION 8.2 BELOW, UNDER NO information will be used to facilitate and administer the CIRCUMSTANCES WILL TABLEAU BE LIABLE FOR LOSS OF USE, Tableau Certification Programs and your participation therein. LOST PROFITS, INTERRUPTION OF BUSINESS, OR ANY Your personal information may be shared internally within INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL Tableau and its Affiliates and to third parties you designate. DAMAGES OF ANY KIND REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING 10.3 Third Parties. Third parties, including Providers, may NEGLIGENCE), STRICT PRODUCT LIABILITY, OR OTHERWISE, have access to your personal information and information EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH related to your participation in the Tableau Certification DAMAGES. IN NO EVENT WILL TABLEAU’S AGGREGATE Programs, including your name, contact information, and LIABILITY UNDER THIS AGREEMENT EXCEED THE ACTUAL FEES information about your interaction with Exams, your YOU PAID TO TABLEAU, IF ANY, TO PARTICIPATE IN THE certification status, and Exam results, for purposes relating to APPLICABLE TABLEAU CERTIFICATION PROGRAM. facilitating and administering the Tableau Certification Programs and your participation therein, including processing 8.2 NOTHING IN THIS AGREEMENT WILL EXCLUDE OR your certification status, Exam scheduling, Exam delivery, and RESTRICT TABLEAU’S LIABILITY FOR: (I) FRAUD OR fee processing. Tableau may use and disclose your personal Tableau Software Certification Program Agreement Jan. 4, 2021 information and information related to your participation in 11.3 Governing Law; Jurisdiction and Venue. Excluding the Tableau Certification Programs, including your name, conflict of laws rules, this Agreement will be governed by and contact information, and information about your interaction construed under: (a) the laws of the State of Washington, U.S. with Exams, your certification status, and Exam results, to if you are located in North or South America, (b) the laws of Your Sponsor for the purposes of facilitating and improving Japan if you are located in Japan, (c) the laws of Singapore if Tableau’s products and services and enabling Your Sponsor to you are located in Asia (excluding Japan) or Australia, or (d) the manage its organizations and resources, including to laws of England and Wales if you located outside of North or determine the number and identities of certified personnel South America, Asia and Australia. All disputes arising out of or who are employed or engaged by Your Sponsor. Tableau’s in relation to this Agreement will be submitted to the exclusive partner programs may require that Tableau partners employ jurisdiction of the courts of: (i) Seattle, Washington when the or engage a minimum number of Tableau certified personnel laws of Washington apply, (ii) Tokyo, Japan, when the laws of and the revocation of your permission to use a Tableau Japan apply, (iii) Singapore when the laws of Singapore apply, Certification Designation may result in a loss of benefits to or (iv) London when the laws of England and Wales apply. such partner. Tableau may notify its partners, including Your Nothing in this section will restrict Tableau’s right to bring an Sponsor, if Tableau revokes your permission to use a Tableau action (including for example a motion for injunctive relief) Certification Designation or otherwise terminates or against you in the jurisdiction where your place of business is suspends your access to a Tableau Certification Program, and located. The United Nations Convention on Contracts for the Tableau may respond to any inquiry by such partners, International Sale of Goods and the Uniform Computer including Your Sponsor, related to such revocation, Information Transactions Act, as currently enacted by any termination, or suspension. From time to time, third parties jurisdiction or as may be codified or amended from time to may contact Tableau or its Providers in order to verify your time by any jurisdiction, do not apply to this Agreement. certification status, and Tableau or its Providers (as further 11.4 Promotions. Any sweepstakes, contests, raffles, set forth in the applicable Provider Terms) may disclose surveys, games or similar promotions (collectively, information to such third parties seeking verification with “Promotions”) available through or in connection with the your approval. Further, you acknowledge that Tableau or its Tableau Certification Program may be governed by rules that Providers may, with your approval, provide third parties are separate from this Agreement. If you participate in any access to information regarding your certification status via Promotions, please review the applicable rules as well as the publicly available tools that are searchable using personal applicable privacy statement. To the extent of any conflict or information, such as names or email addresses. inconsistency between this Agreement and any Promotion 10.4 No Data Storage. Except as required by applicable rules, the Promotion rules will control with respect to such law, Tableau and Providers will not be obligated to store or Promotion. maintain any information related to your participation in any 11.5 Parental Controls. Tableau Certification Programs Tableau Certification Program, including regarding your are not intended for use by, and must not be used by, anyone certification status or Exam results, following expiration or who is not at least sixteen (16) years of age. Please note that termination of this Agreement or suspension or termination parental control protections are commercially available that of your participation in the Tableau Certification Programs. may assist in limiting access to material that is harmful to 10.5 Use of Your Information. Tableau and Providers minors. Current providers of these protections are listed at may use data that they collect or process under this https://en.wikipedia.org/wiki/Comparison_of_contentcontrol Agreement to support provision of the Tableau Certification _software_and_providers; Tableau does not endorse any of Programs. Tableau and Providers may also use metrics or the listed products or services. other statistical usage data for their internal purposes in an 11.6 Cooperation. You will cooperate with Tableau in anonymous and de-identified form when aggregated regard to any inquiry, dispute or controversy in which Tableau provided that such information cannot reasonably be linked may become involved and of which you may have knowledge. back to you. Such cooperation will include disclosure of relevant 11. General documents and financial information, and interviews of you and, if applicable, your personnel. 11.1 Assignment. You may not assign or transfer this Agreement, or any of your rights or obligations under this 11.7 Export Controls. You are responsible for complying Agreement, in whole or in part, without Tableau’s prior with U.S. export controls and economic sanctions, including written consent. Any attempted assignment or transfer by the Export Administration Regulations (EAR) and the you without such prior written consent will be null and void regulations administered by the Treasury Department’s Office and constitute a breach of this Agreement. Tableau may of Foreign Assets Control (OFAC), any applicable import laws, assign, transfer, or sublicense any of its rights or obligations regulations and requirements of the country of importation, under this Agreement, in whole or in part, without restriction. and all other applicable laws, regulations and requirements. You are responsible for any violation of those laws, regulations 11.2 Severability. If any provision of this Agreement will and requirements. Tableau provides no assurances that be adjudged by any court of competent jurisdiction to be requests passing through the Tableau Certification Programs unenforceable or invalid, that provision will be limited to the to you have been screened in any way. For example, Tableau minimum extent necessary so that this Agreement will does not provide screening to identify parties that may be otherwise remain in effect. subject to EAR or OFAC restrictions, nor does Tableau provide Tableau Software Certification Program Agreement Jan. 4, 2021 screening to identify destinations that may be subject to 11.14 Force Majeure. Tableau will not be responsible for embargo or other restrictions. You represent, warrant and any failure to fulfill any obligation due to any cause beyond its covenant that you are not: (a) located in, or a resident or control. national of, any country subject to a U.S. government 11.15 Interpretation. Titles and headings of sections of this embargo or other restriction, or that has been designated by Agreement are for convenience only and will not affect the the U.S. government as a terrorist supporting country; or (b) construction of any provision of this Agreement. The term on any U.S. government list of restricted end users. “including” and its variations will be interpreted as if followed 11.8 Notices and Reports. Any notice or report by the phrase “without limitation.” hereunder will be in writing. If to Tableau, notice must be sent 11.16 Third Party Beneficiaries. This Agreement benefits to the following address: you and Tableau. Each Tableau Affiliated Party is an express Tableau Software third party beneficiary under this Agreement, and there are no 1621 N. 34th St. other intended third party beneficiaries under this Agreement. Seattle, WA 98103 Save for a Tableau Affiliated Party, a person who is not a party Attn: Tableau Legal to this Agreement shall have no right under the Contracts (Rights of Third Parties) Act (Chapter 53B) of Singapore to If to you, notice will be sent to the email you provide when enforce any of its terms. you register for an Exam. It is your responsibility to keep your email address updated with Tableau. Notices and reports sent by mail will be deemed given: (a) upon receipt if by personal delivery; (b) upon receipt if sent by certified or registered mail (return receipt requested); or (c) one day after it is sent if by next day delivery by a major commercial delivery service. Any notices and reports sent by email will be effective upon receipt of the same. 11.9 Questions. If you have any questions regarding this Agreement, please contact customer service at customerservice@tableau.com. 11.10 Amendments; Waivers. Except as set forth in Section 2.3 (Changes), no supplement, modification, or amendment of this Agreement will be binding, unless executed in writing by a duly authorized representative of each party to this Agreement. No waiver will be implied from conduct or failure to enforce or exercise rights under this Agreement, nor will any waiver be effective unless in a writing signed by a duly authorized representative on behalf of the party claimed to have waived. 11.11 Remedies. You acknowledge and agree that a material breach of this Agreement by you, including any breach of Section 9 (Confidential Information), may cause irreparable harm and a remedy at law may be inadequate and in addition to any remedies available at law, Tableau will be entitled to injunctive relief or other equitable remedies in the event of a threatened or actual violation of this Agreement. 11.12 Entire Agreement. This Agreement is the complete and exclusive statement of your and Tableau’s understanding and supersedes and cancels all previous written and oral agreements and communications relating to the subject matter of this Agreement between you and Tableau. 11.13 Independent Contractors. The parties to this Agreement are independent contractors. Irrespective of any use of terms such as “partner” or your use of any Tableau Certification Designation in accordance with this Agreement, there is no relationship of partnership, joint venture, employment, franchise or agency created hereby between the parties. Neither party will have the power to bind the other or incur obligations on the other party’s behalf without the other party’s prior written consent.
Tableau Software Certification Program Agreement Jan. 4, 2021