GCP Marketplace Agreement
GCP MARKETPLACE AGREEMENT
If your billing account is in India, please review the Agreement, which applies to your use of GCP Marketplace.
This GCP Marketplace Agreement (the "Agreement") is made and entered into by and between Google and the entity agreeing to these terms ("Customer"). "Google" means either (i) Google Commerce Limited (“GCL”), a company incorporated under the laws of Ireland, with offices at Gordon House, Barrow Street, Dublin 4, Ireland, if Customer has a billing address in the EU or Turkey and has chosen “non-business” as the tax status/setting for its Google account, (ii),Google Ireland Limited, with offices at Gordon House, Barrow Street, Dublin 4, Ireland, if Customer's billing address is in any country within Europe, the Middle East, or Africa ("EMEA"), (iii) Google Asia Pacific Pte. Ltd., with offices at 70 Pasir Panjang Road, #03-71, Mapletree Business City II Singapore 117371, if Customer's billing address is in any country within the Asia Pacific region ("APAC") except as provided below for Customers with a billing address in Japan, Indonesia, Australia, New Zealand or South Korea, (iv) Google Cloud Canada Corporation, with offices at 111 Richmond Street West, Toronto, ON M5H 2G4, Canada, if Customer’s billing address is in Canada, (v) Google Cloud Brasil Computação e Serviços de Dados Ltda., headquartered at Av. Brigadeiro Faria Lima, 3729, 4th and 5th floors, Itaim Bibi, São Paulo if Customer’s billing address is in Brazil, (vi) Google LLC, with offices at 1600 Amphitheatre Parkway, Mountain View, California 94043, if Customer's billing address is in any country in the world other than those in Canada, Brazil, EMEA and APAC.
For Customers with a billing address in Japan, South Korea, Australia, Indonesia or New Zealand, “Google” means Google Asia Pacific Pte. Ltd and/or its affiliates as the context requires, provided further that: this Agreement is made and entered into by and between Customer and the following entity as an authorized reseller of the Services:
This Agreement governs Customer's access to and use of “GCP Marketplace” (the “Store”) and is effective as of the date Customer clicks to accept the Agreement (the "Effective Date"). If you are accepting on behalf of Customer, you represent and warrant that: (i) you have full legal authority to bind Customer to this Agreement; (ii) you have read and understand this Agreement; (iii) you agree, on behalf of Customer, to this Agreement; and (iv) your use of the Store and any Products is for commercial or business purposes of the Customer only and not for your personal use. If you do not have the legal authority to bind Customer, do not understand this Agreement, or don’t agree to any of its terms, please do not click to accept or use the Store or any Products.
“Account” means Customer’s Google-authorized and approved account to use the Store.
"Affiliate" means any entity that directly or indirectly Controls, is Controlled by, or is under common Control with a party.
“Allegation” means an unaffiliated third party’s allegation.
“Application(s)” means any web or other application Customer creates using the Store or Products, including any Customer-written source code to be hosted in an Instance or used with the Store or the Products.
“Brand Features” means the trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each party, respectively, as secured by such party from time to time.
“Confidential Information” means information that one party (or its Affiliate) discloses to the other party under this Agreement, and that is marked as confidential or would normally be considered confidential information under the circumstances. It does not include information that is independently developed by the recipient, is rightfully given to the recipient by a third party without confidentiality obligations, or becomes public through no fault of the recipient.
“Control” means control of greater than fifty percent of the voting rights or equity interests of a party.
“Customer Data” means content or information provided, transmitted, or displayed via the Store or Products by Customer or its End Users.
“Documentation” means the documentation (as may be updated from time to time) in the form generally made available by Google or Vendor to its customers for use of the Store or Products (including any related information provided via email).
“End Users” means the individuals that Customer permits to use the Store, Products, Application, or Project.
“Fees” means the applicable fees for any Product and any applicable Taxes. Estimates for the Fees for each Product are stated in the description of such Product in the Store or other Google provided Documentation. The foregoing notwithstanding, Customers Fees may vary from such estimates depending on actual Customer usage.
“Google Cloud Platform” means the Google suite of cloud products and services governed by the Google Cloud Platform Terms of Service.
“Google Cloud Platform Terms of Service” means the terms of service at https://cloud.google.com/terms/ or another applicable and valid written agreement between Customer and Google governing Customer’s use of the Google Cloud Platform.
“High Risk Activities” means uses such as the operation of nuclear facilities, air traffic control, or life support systems, where the use or failure of the Services could lead to death, personal injury, or environmental damage.
“HIPAA” means the Health Insurance Portability and Accountability Act of 1996 as it may be amended from time to time, and any regulations issued thereunder.
“IAM” means Cloud Identity & Access Management that allows for management of resources running on Google Cloud Platform including assignment of related roles and permissions further described at https://cloud.google.com/iam/.
“including” means including but not limited to.
“Indemnified Liabilities” means any (i) claim, assertion or suit, (ii) settlement amounts approved by the indemnifying party; and (iii) damages and costs finally awarded against the indemnified party and its Affiliates by a court of competent jurisdiction.
“Instance” means a virtual machine instance, configured and managed by Customer.
“Intellectual Property Rights” means current and future worldwide rights under patent, copyright, trade secret, trademark, or moral rights laws, and other similar rights.
“Legal Process” means a data disclosure request made under law, governmental regulation, court order, subpoena, warrant, governmental regulatory or agency request, or other valid legal authority, legal procedure, or similar process.
“Project” means a grouping of computing, storage, and API resources for Customer, and via which Customer may use the Store or Product.
“Product(s)” include (but subject to the terms of Section 1.1): (i) any downloadable tools, software development kits or other proprietary computer software provided by Vendors or Google in connection with deployment via the Store, which may be downloaded by Customer, (ii) any services provided by Vendors or Google via the Store, (iii) datasets provided by Google or third parties via the Store, and (iv) any updates Google or Vendors may make to (i) or (ii), or (iii).
“Taxes” means any duties, customs fees, or taxes (other than Google’s income tax) associated with the purchase of the Products, including any related penalties or interest.
“Term” means the term of the Agreement, which will begin on the Effective Date and continue until the Agreement is terminated as set forth in this Agreement.
“Terms URL” means https://console.developers.google.com/tos?id=launcher
“Third-Party Legal Proceeding” means any formal legal proceeding filed by an unaffiliated third party before a court or government tribunal (including any appellate proceeding).
“Trademark Guidelines” means Google’s Guidelines for Third Party Use of Google Brand Features, located at: http://www.google.com/permissions/guidelines.html.
“Vendor(s)” means, subject to Section 1.1 (Store Use), the vendor(s) providing Product(s) for deployment or acquisition via the Store.
|Asia Pacific - Indonesia|
PT Google Cloud Indonesia
1. A new Section 8.5 is added:
8.5 Termination Waiver. The parties agree to waive any provisions under any applicable laws to the extent that a court decision or order is required for the cancellation of this Agreement.
2. The Indonesian version of this Agreement is accessible here and a new Section 14.13 is added:
14.13. Conflicting Languages. This Agreement is made in the Indonesian and English language. Both versions are equally authentic. In the event of any inconsistency or different interpretation between the Indonesian version and the English version, the relevant English version is deemed to be automatically amended to make the relevant part of the Indonesian version consistent with the relevant part of the English version.