Microsoft Azure Active Directory Application Gallery Terms & Conditions

Last updated: March 2017

Thank you for your interest in listing your application (“**App**”) in the Microsoft Azure Active Directory Application Gallery (the “**Gallery**”). These Gallery Terms & Conditions (“**Terms**”) describe the relationship between you and Microsoft Corporation (“**Microsoft**,” “**we**” or “**us**”) and governs the inclusion of your App in the Gallery. PLEASE REVIEW THESE TERMS CAREFULLY. IF YOU DO NOT AGREE WITH THESE TERMS, YOU SHOULD NOT SUBMIT YOUR APP FOR LISTING IN THE GALLERY. IF YOU SUBMIT AN APP TO THE GALLERY, YOU AGREE THAT YOU OR THE ENTITY YOU REPRESENT (“**YOU**” or “**YOUR**”) IS BOUND BY THESE TERMS.

**IMPORTANT NOTE:** The Microsoft Marketplace Publisher Agreement DOES NOT apply to the Gallery and DOES NOT govern the inclusion of your App in the Gallery. These Terms constitute the entire agreement between you and Microsoft with respect to your App and the Gallery. Microsoft may update these Terms from time to time. By continuing to list your App in the Gallery, you agree to be bound by the then-current Terms.

  1. **Description of the Gallery; Microsoft’s Rights**. The Gallery is a marketing platform that displays links to third party cloud-based multi-tenant SaaS business applications that support single sign-on with Azure Active Directory. The Apps listed in the Gallery must implement an integration mode and integrate with Azure Active Directory, according to our then-current requirements and instructions. Microsoft reserves the right to accept or reject your proposed App in its sole discretion and reserves the right to determine the manner in which Apps are presented, promoted, or featured in the Gallery.
  2. **App Submission Process**. To submit your App for consideration, you must follow our then-current instructions guidelines for submitting your App.
  3. **Your Marks and Logos**. If we list your App in the Gallery, you grant us a non-exclusive, royalty-free, personal license to display the trademarks and logos you provide to us in connection with the marketing and promotion of your App in the Gallery (“**Your Marks**”). You represent that you are the owner or authorized licensor of Your Marks, and all goodwill associated with Your Marks inures to your or your licensor’s benefit. We may reformat or resize Your Marks as necessary without altering the overall appearance of Your Marks. You may notify us if you to request modifications to how Your Marks are used in the Gallery and we will correct such use within a reasonable time.
  4. **Relationship with Your Customers**. You are responsible for licensing and providing your App to any potential customer that is directed to your website from the Gallery (“**Your** **Customer**”). Any such license or grant of rights is between you and Your Customer and does not create any obligation or responsibilities for Microsoft. You understand that Microsoft will not directly provide or sell your App to Your Customers. You also understand that Microsoft will not provide any support to Your Customers.
  5. **Termination**. Microsoft reserves the right to remove your App from appearing in the Gallery at any time, for any or no reason. Microsoft also reserves the right to modify, update, or discontinue the Gallery at any time, without notice, and for any or no reason. To delete your App from the Gallery, send a request email to waadpartners@microsoft.com. After receiving your request, we will remove your App from the Gallery within a reasonable amount of time.
  6. **Disclaimer**. The Gallery is provided to you “AS-IS” and “AS-AVAILABLE.” You are listing your App in the Gallery at your own risk. MICROSOFT DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, OF MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. MICROSOFT IS NOT LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE LISTING OF YOUR APP IN THE GALLERY, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, UNLESS OTHERWISE SPECIFIED IN WRITING. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU. The disclaimers and limitations set forth in this Section F pertain to you solely with respect to your App’s listing in the Gallery. These Terms do not apply to your use of any Azure services or in your capacity as an Azure customer, if applicable.
  7. **Miscellaneous**. These Terms are governed by the laws of the State of Washington and any dispute relating to these Terms must be brought in the federal courts in King County, Washington. The parties acknowledge that these Terms are non-exclusive and neither party is prohibited from engaging in similar or competitive activities with other third parties. You may not assign any rights or obligations under these Terms without our prior written consent, except for an assignment by you: (1) to an affiliate; or (2) in connection with a merger, acquisition, or sale of all or substantially all of its assets. Subject to the foregoing, these Terms are binding upon and inure to the benefit of the parties and their permitted successors and assigns. Except as expressly provided, nothing in these Terms transfers, conveys, or grants any right, title, or interest in any software or other materials exchanged by the parties.