This privacy policy applies to the various websites and the cloud based global supply chain services owned and operated E2open, LLC, our divisions, affiliates and subsidiaries, including Orchestro, LLC, Terra Technology, LLC, Steelwedge Software Inc., and Zyme Solutions, Inc. (collectively “E2open”). E2open places the highest priority on protecting the privacy of its registered users (“Users”), the business entities whom such Users represent (“Customer”), as well as others who visit (“Visitors”) this Web site (“Site”). However, this site is designed for Users and adult Visitors of E2open, and is not intended for use by children under 13. Because E2open gathers certain types of information on the Site, this privacy policy (“Privacy Policy”) outlines the general terms and conditions surrounding what information E2open collects and how it is used. By registering as a User and/or visiting our Site, you are accepting the practices described in this Privacy Policy.

Privacy Shield

E2open complies with the EU-U.S. Privacy Shield- Framework and Swiss-U.S. Privacy Shield Framework as set forth by the U.S. Department of Commerce regarding the collection, use, and retention of personal information transferred from the European Union and Switzerland to the United States. E2open has certified to the Department of Commerce that it adheres to the Privacy Shield Principles. If there is any conflict between the terms in this privacy policy and the Privacy Shield Principles, the Privacy Shield Principles shall govern. To learn more about the Privacy Shield program, and to view E2open’s certification, please visit http://www.privacyshield.gov.

E2open also complies with the EU-U.S. Privacy Shield Framework as set forth by the U.S. Department of Commerce regarding the collection, use, and retention of personal information transferred from the European Union to the United States. Personal data from the European Union and/or on EU citizens may be collected by us and may be stored and processed in the United States or any other country in which E2open or its affiliates, subsidiaries or agents maintain facilities.

E2open has certified to the Department of Commerce that it adheres to the Privacy Shield Principles. If there is any conflict between the terms in this privacy policy and the Privacy Shield Principles, the Privacy Shield Principles shall govern. To learn more about the Privacy Shield program, and to view our certification, please visit https://www.privacyshield.gov/.

In compliance with the Privacy Shield Principles, E2open commits to resolve complaints about our collection or use of your personal information. EU and Swiss individuals with inquiries or complaints regarding our Private Shield policy should first contact E2open at: legal@e2open.com.

E2open has further committed to refer unresolved Privacy Shield complaints to JAMS, an alternative dispute resolution provider located in the United States. If you do not receive timely acknowledgment of your complaint from us, or if we have not addressed your complaint to your satisfaction, please contact or visit https://www.jamsadr.com/file-an-eu-us-privacy-shield-or-safe-harbor-claim for more information or to file a complaint. The services of JAMS are provided at no cost to you. As further explained in the Privacy Shield Principles, a binding arbitration option will also be made available to you in order to address residual complaints not resolved by any other means.

E2open is subject to the investigatory and enforcement powers of the U.S. Federal Trade Commission (FTC).

E2open complies with the Privacy Shield’s Principle regarding accountability for onward transfers. E2open remains liable under the Principles if its onward transfer recipients process personal information in a manner inconsistent with the Principles, unless E2open proves that it was not responsible for the event giving rise to the damage. E2open may be required to disclose personal information in response to lawful requests by public authorities, including to meet national security or law enforcement requirements.

E2open commits to cooperate with EU data protection authorities (DPAs) and the Swiss Federal Data Protection and Information Commissioner (FDPIC) and comply with the advice given by such authorities with regard to human resources data transferred from the EU and Switzerland in the context of the employment relationship.

Please note that the posted Terms of Use and agreements specific to an E2open service (“Service Agreement”) may contain other terms that deal specifically with a Customer’s confidential information.

Collection and Use of Information by E2open

User Information

Users communicate and exchange information (“User Information”) with E2open and other Users in connection with their business relationship with E2open and our Applications. User Information shall include, without limitation, information submitted to E2open including contact information, including userid, last and first name, email address and country. E2open handles User Information merely as a data processor and the Customer is the data controller. Except as provided in this Privacy Policy, E2open will maintain the confidentiality of User and Customer Information and will not disclose such information to third parties. Notwithstanding the foregoing, E2open shall disclose such information when requested by government authorities conducting an investigation and whenever E2open believes disclosure is necessary to limit E2open’s legal liability or is legally required, such as to comply with a subpoena or similar legal process.

We also collect information when you voluntarily submit it to us such as your first name, last name, email address, phone number, job title and company name, business phone, job level, job function and country. Throughout our site, we provide the opportunity to register for an event or conference, request access to various thought leadership such as white papers, reports, case studies etc., or participate in an online survey. It is completely up to you whether or not you want to provide it. You may opt out of these types of marketing communications as outlines in the Opting Out of Marketing Communications of this document.

Visitor Data

When a User or Visitor accesses E2open, E2open collects, records and retains general non-personally identifiable data about such usage of E2open including but not limited to the User’s or Visitor’s domain name, the IP address, the name of the Web page from which each entered E2open, the locations each visits within E2open, and the amount of time spent on each page of E2open (collectively, “Data”). E2open uses this Data to determine the demographics of Users or Visitors, to analyze trends and to develop and distribute to third parties aggregate statistics and general information about E2open. E2open will not disclose information that identifies specific Users or transactions, except as noted above in “User Information.”

Other Information

As a Visitor or User, you may choose to send E2open a question via e-mail, register for a special service, request a call with an expert or otherwise communicate with E2open, such as voluntarily participating in a survey. E2open may also use such information to communicate with Users and to enhance E2open, in an effort to better meet the needs of Users.

Customer Information Disclosure

Upon request, E2open may disclose to a Customer the activities of its authorized Users on the Site, including providing User Information and other information collected by E2open to the Customer business entity.

Aggregate Data

E2open may extract information that does not identify specific Users or transactions (collectively, “Aggregate Data”) from User Information, Data, Cookies, and other information collected on the Site and use such Aggregate Data for internal and/or commercial purposes.

Third Party Relationships with E2open.

Providers

E2open has relationships with various third party providers to maintain and provide services to E2open. These third parties are all bound by confidentiality agreements that protect the privacy of the E2open Users, must utilize information solely for the purpose of providing services on behalf of E2open and are bound to keep any personally identifiable information they receive secure. E2open does not share, sell, rent or trade personally identifiable information with third parties for their promotional purposes. If E2open shares any User Information with any of these third parties, we will require that such information be used only to provide the services requested by E2open and be maintained by them in strictest confidence. E2open requires our service providers to whom we disclose Personal Information and who are not subject to the laws based on the EU Data Protection Directive 95/46 or Swiss Federal Data Protection law to either (i) subscribe to the Privacy Shield principles, or (ii) contractually agree to provide at least the same level of protection for Personal Information as is required by the relevant Privacy Shield principles. However, We remain responsible and liable under the Privacy Shield Principles if third-party agents that We engage to process the personal information on Our behalf do so in a manner inconsistent with the Principles, unless We prove that We are not responsible for the event giving rise to the damage.

Frames

Some of our pages utilize framing techniques to serve content to from our partners while preserving the look and feel of our site. Please be aware that you are providing your personal information to these third parties and not to http://www.e2open.com.

Links

E2open also provides links to other web sites maintained by third parties unrelated to E2open. Please be aware that if you link to another third-party web site, that site is not subject to E2open’s Privacy Policy, and E2open has no control over the use of information disclosed on such sites. E2open is not responsible for the privacy practices or content of such other sites. E2open encourages its Users to be aware when they leave the Site and suggests that Users read the privacy policies of each site visited.

Social Media Features and Widgets

Our Web site includes Social Media Features, such as the Facebook Like button and Widgets, such as the Share this button or interactive mini-programs that run on our site. These Features may collect your IP address, which page you are visiting on our site, and may set a cookie to enable the Feature to function properly. Social Media Features and Widgets are either hosted by a third party or hosted directly on our Site. Your interactions with these Features are governed by the privacy policy of the company providing it.

Forwarding

If you choose to “forward a friend” information from our Site, we will ask you for your friend’s name and email address. We will then send your friend a one-time email that contains a link to our Site. E2open and our third party service providers do not store the personally identifiable “forward a friend” information.

Tracking Technologies

Technologies such as: cookies, beacons, tags and scripts are used by E2open and our partner e.g. marketing partners, affiliates, or analytics or service providers, e.g. online customer support provider, etc. These technologies are used in analyzing trends, administering the site, tracking users’ movements around the site and to gather demographic information about our user base as a whole. We may receive reports based on the use of these technologies by these companies on an individual as well as aggregated basis.

We use cookies to help personalize your online experience. Users can control the use of cookies at the individual browser level. If you reject cookies, you may still use our site, but your ability to use some features or areas of our site may be limited.

As is true of most Web sites, we use a third party tracking-utility partner to gather certain information automatically and store it in log files. This information includes internet protocol (IP) addresses, browser type, internet service provider (ISP), referring/exit pages, operating system, date/time stamp, and clickstream data.

We use this information, which does not identify individual users, to analyze trends, to administer the site, to track users’ movements around the site and to gather demographic information about our user base as a whole.

We use Local Storage Objects (LSOs) such as Flash cookies and Local Storage, such as HTML5 to store content information and preferences. Third parties with whom we partner to provide certain features on our site or to display advertising based upon your Web browsing activity use LSOs such as HTML 5 to collect and store information. Various browsers may offer their own management tools for removing HTML5. To manage Flash cookies, please click here: http://www.macromedia.com/support/documentation/en/flashplayer/help/settings_manager07.html

Behavioral Targeting/Re-targeting

We partner with a third party to either display advertising on our Web site or to manage our advertising on other sites. Our third party partner may use technologies such as cookies to gather information about your activities on this site and other sites in order to provide you advertising based upon your browsing activities and interests. If you wish to not have this information used for the purpose of serving you interest-based ads, you may opt-out by clicking here. (or if located in the European Union, click here) Please note this does not opt you out of being served ads. You will continue to receive generic ads.

Bulletin Boards/Chat Rooms

If you use a bulletin board, chat room, forum, or other chat tool on this Site, you should be aware that any personally identifiable information you submit there can be read, collected, or used by other users of these forums, and could be used to send you unsolicited messages. E2open is not responsible for the personally identifiable information you choose to submit in these forums. You are also responsible for using these forums in a manner consistent with the Terms of Use, Acceptable Use Policy, Privacy Policy or other terms and conditions set forth on the relevant forum site. All forums are hosted by a third party service provider of E2open. To request removal of your personally identifiable information from our blog or community forum, contact us at corpcomm@e2open.com. In some cases, we may not be able to remove your personally identifiable information, in which case we will let you know if we are unable to do so and why.

Security

General

E2open and its third party providers have implemented extensive security measures to help protect against the risk of loss, misuse and alteration of any information under E2open’s control including using encryption, limiting employee access, and using industry-standard controls such as firewalls and secure environments for personally identifiable information.

Customer Security

Additionally, in order to protect the security and integrity of the proprietary and confidential information of E2open’s Customer and Customer’ Users that interact on the non-public portion of E2open’s secure collaboration network, E2open has taken the following actions, among many others, to ensure that E2open meets the strict security needs of E2open’s Customer:

Corporate Security Policy

E2open has adopted and enforces a Corporate Security Policy to protect all proprietary and confidential information of E2open’s Customer. The Corporate Security Policy addresses information classification, information security procedures (electronic and hard copy information), limited disclosure procedures, physical facility access and general security awareness and enforcement. All Customer information is classified as “highly confidential” under the corporate security policy. E2open has developed and adheres to strict security policies and guidelines with all of E2open’s third-party data hosting facilities providers.

Authentication

E2open has deployed industry standard Customer authentication and User verification procedures to limit access to Customer information to only those participants that our Customer authorize.

Disclaimer

Notwithstanding E2open’s extensive efforts, such security measures may not prevent all loss, misuse or alteration of information disclosed on the Site. Therefore, we cannot guarantee its absolute security.

Procedure for Accessing and Correcting Information

Users can access their User Information and other appropriate Customer-identifiable information collected by E2open by contacting E2open’s Customer Support as set forth in the Contact Us section of the Site. If a User believes there are factual errors in such information or would like to update such information, the User may contact E2open’s Customer Support and/or Customer’s Company Administrator and detail the inaccurate information. E2open and/or Customer’s Company Administrator will verify and correct any factual errors within thirty (30) days. Users have the right to request that their User Information and other Customer identifiable information collected by E2open be deleted by contacting E2open’s Customer Support. Information will be deleted within thirty (30) days.

We will retain your information for as long as your account is active or as needed to provide you services. If you wish to cancel your account or request that we no longer use your information to provide you services contact us at corpcomm@e2open.com. We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.

Opting Out of Marketing Communications

Users may choose whether to receive direct marketing communications relating to E2open at the time of registration. If a User subsequently does not want to receive information about special offers available through E2open or if a User no longer wishes to receive E2open’s newsletter and promotional communications, User may opt-out of receiving them by following the instructions included in each newsletter or communication or by contacting E2open as set forth below:

To “Unsubscribe” from an email marketing communication you have received from E2open, you can follow the instructions to unsubscribe or update your email preferences at the bottom of the E2open email communication.

You can also “Unsubscribe” from E2open direct marketing communications by sending (i) an email to unsubscribe@e2open.com with the following in the subject line: “Unsubscribe from E2open communications” (ii) a written notice to E2open 9600 Great Hills Trail, Suite 300E, Austin, TX 78759, Attn: Marketing or (iii) a fax to E2open at 1.512.343.8727, Attn: Marketing. Please indicate in your notice the following: your name, address, email address and the E2open communication from which you wish to be removed.

User will be notified when personally identifiable information is collected by any third party that is not an agent/service provider of E2open, so that a User can make an informed choice as to whether or not to share information with that party.

Modification of Privacy Policy

We reserve the right to modify this Privacy Policy at any time and we encourage you to periodically review this Privacy Policy to be informed of how E2open is protecting your information. If we make material changes to this Privacy Policy, we will provide notification by email or by means of a notice on our home page prior to the change becoming effective. Changes to the Privacy Policy will be effective upon posting. We will also provide notification by email or by means of a notice on our homepage in the event of a merger, corporate change in structure, or sale of substantially all of E2open’s assets, E2open may also disclose information to third parties as E2open, in its sole discretion, believes necessary or appropriate, in connection with the merger or consolidation with, or sale of assets to such third party, provided that such third party agrees to comply with E2open’s Privacy Policy with regard to User Application Information

Contact Us

If you have any questions, please refer to the appropriate contact below:

Accessing and Correcting User Information:

Email: customersupport@e2open.com

Questions about Marketing Communications:

Email: corpcomm@e2open.com

Questions about this Privacy Policy or about E2open’s handling of your information:

Email: legal@e2open.com

Mailing Address:

E2open, LLC
9600 Great Hills Trail, Suite 300E
Austin, TX 78759

This Privacy Policy was last updated on March 14, 2018.

E2open provides its web site (http://www.e2open.com and all related sites operated by or for E2open) (collectively, the “Site”) subject to these Terms of Use, our Acceptable Use Policy and our Privacy Policy. By using this Site, you and other users (collectively, “Users”) are deemed to have understood and agreed to these Terms of Use, our Acceptable Use Policy and our Privacy Policy. If you do not accept and agree to these Terms of Use, our Acceptable Use Policy or our Privacy Policy, do not use the Site. In the event you are using the Site during the course of your service to a business entity, you are deemed to be an authorized representative of that business entity and such business entity will be bound by the terms and conditions contained herein. In the event you (or the business entity you represent) have entered into a separate agreement with an authorized representative of E2open governing your use of the Site, and there is a conflict between these Terms of Use and such separate agreement, the provision of the separate agreement shall prevail over the conflicting provision in these Terms of Use.

E2open Content

This Site contains information, data, text, graphics and other material that is protected by laws pertaining to copyrights, trademarks, service marks, and other proprietary (“E2open Content”). Unless otherwise indicated, E2open Content is the property of E2open or its third party providers. Subject to your compliance with these Terms of Use, our Acceptable Use Policy and the terms and conditions of any other agreement pursuant to which you use our software or services, E2open grants you the right to view and download E2open Content available on those portions of the Site to which you have been granted access for your personal, non-commercial use only, provided that you retain all copyright and other proprietary notices contained in the E2open Content, including any copies thereof. If you download software from the Site, use of the software is subject to the license terms in the software license agreement that accompanies or otherwise governs the software. You may not download or install the software until you have read and agreed to the terms of such software license agreement. E2open and its third party providers reserve all other rights with respect to this Site and E2open Content. Any other use of this Site or E2open Content is prohibited without E2open’s prior written consent.

User Content

“User Content” consists of information, data, text, graphics and other material that you post to, or otherwise submit using, the Site. You agree that you are solely responsible for the origination, accuracy, completeness, ownership, protection, publication and dissemination of User Content you submit to or through the Site, and that E2open is not in any way responsible for your User Content. Except as otherwise set forth in an agreement between E2open and yourself (or the business entity whom you represent for purposes of submitting User Content), all User Content will be considered non-confidential and non-proprietary, and E2open is free to use, copy, disclose, distribute and otherwise exploit any such User Content for any purpose that is not inconsistent with our Privacy Policy. You agree that you are solely responsible for implementing sufficient procedures to satisfy any security requirements you (or the business entity whom you represent) may have regarding User Content provided by you in connection with your use of the Site.

Registration; Password

If your use of the Site or any products or services offered through the Site requires you to complete a registration process, you agree to provide us with current, complete and accurate information. You are responsible for safeguarding against misuse and maintaining the confidentiality of any user identification and password you receive in connection with using this Site, or any products or services offered through the Site. You are responsible for all activities that occur using your user identification and password, and you agree to immediately notify E2open of any unauthorized use or breach of security associated with your user identification and password.

Forum

E2open has no obligation to monitor, review, edit or remove User Content posted, or otherwise made available, on or through the Site. However, E2open reserves the right to edit or remove any User Content that, in E2open’s sole discretion, does not comply with these Terms of Use, is illegal, or is otherwise undesirable, inappropriate or inaccurate.

Linked Sites

E2open has not reviewed any sites linked to this Site and is not responsible for the content on any such sites. Linking to any other sites is strictly at your own risk.

Warranty Disclaimer

THE SITE, AND ALL E2OPEN CONTENT CONTAINED ON OR OBTAINED THROUGH THE SITE, IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION: (i) ANY WARRANTIES OF TITLE, WARRANTY OF NON-INFRINGEMENT, WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; AND (ii) ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, FUNCTIONALITY, APPROPRIATENESS, SECURITY OR OTHERWISE OF THE SITE OR THE CONTENT ON THE SITE; AND (ii) ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

Limited Liability

IN NO EVENT WILL E2OPEN, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AFFILIATES (COLLECTIVELY, THE “E2OPEN GROUP”), BE LIABLE TO ANY PARTY (i) FOR ANY INDIRECT, DIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION, AND THE LIKE), OR ANY OTHER DAMAGES ARISING IN ANY WAY OUT OF THE AVAILABILITY, USE, RELIANCE ON, OR INABILITY TO USE THE SITE, EVEN IF E2OPEN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE FORM OF ACTION. IF A JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY SET FORTH HEREIN, IN WHOLE OR IN PART, THE E2OPEN GROUP’S LIABILITY IN SUCH JURISDICTION IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. NOTWITHSTANDING THE FOREGOING, IF YOU BECOME ENTITLED TO ANY RECOVERY, YOU AGREE THAT YOUR RECOVERY SHALL BE LIMITED TO THE AMOUNT PAID BY YOU TO USE THE SITE OR U.S. $10,000, WHICHEVER IS LESS. ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE OR THESE TERMS OF USE MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE FOREVER BARRED.

Indemnification

By using the Site, you agree to defend, indemnify and hold the E2open Group harmless from any and all claims, liabilities, costs and expenses, including reasonable attorneys’ fees, arising in any way from your use of the Site, your violation of these Terms of Use, or your posting, submission, downloading or use of any User Content on or through the Site.

Termination

E2open shall have the right to terminate the use of the Site by you (or the business entity whom you represent) if you (or the business entity whom you represent) breach any condition of these Terms of Use or our Acceptable Use Policy. Upon such termination, you shall immediately destroy any downloaded or printed E2open Content. All warranty disclaimer, limited liability, indemnification and miscellaneous provisions set forth in these Terms of Use shall survive termination of your use of the Site and these Terms of Use as they apply to you (or the business entity whom you represent).

Changes to Terms of Use

E2open may change these Terms of Use from time to time by posting the updated Terms of Use on the Site. It is your responsibility to review these Terms of Use regularly. You are deemed to accept a change to these Terms of Use upon your use of the Site following any such change.

Eligibility

The services on the Site are only available to Users that can form legally binding contracts. In addition and without limiting the foregoing, Users must be at least 18 years of age. These Terms of Use are void where prohibited by law, and the right to access the Site is revoked in such jurisdictions.

Governing Law; Jurisdiction

The laws of the State of Texas in the United States of America shall govern these Terms of Use and your use of the Site. No choice of law rules of any jurisdiction apply. You and E2open expressly disclaim the U.N. Convention on Contracts for the International Sale of Goods. You agree that any dispute with E2open shall be conducted in the courts of the State of Texas, in the county of Travis, and you agree and expressly consent to the exercise of personal jurisdiction in the courts of the State of Texas, in connection with any such dispute.

Notice and Procedure for Making Claims of Copyright Infringement

It is E2open’s policy to investigate notices of alleged copyright infringement and take appropriate actions under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) (“DMCA”). Pursuant to the DMCA, notifications of claimed copyright infringement should be sent to a Service Provider’s Designated Agent in a written communication. Any written notification of alleged copyright infringement using this site or E2open’s services must be sent only to the following Designated Agent:

Service Provider:
9600 Great Hills Trail, Suite 300E
Austin, TX 78759

Designated Agent:
Copyright Agent
E2open, LLC
9600 Great Hills Trail, Suite 300E
Austin, TX 78759
Tel: 1.866.432.6736
Fax: 1.512.343.8727
E-mail: legal@e2open.com

Under the DMCA, the notification must include the following: (i) a physical or electronic signature of the owner, or a person authorized to act on behalf of the owner, of the copyright that is allegedly infringed; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing, and information reasonably sufficient to permit the service provider to locate the material; (iv) address, telephone number, and, if available, an e-mail address at which the complaining party may be contacted; (v) a statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement, made under penalty of perjury, that the information in the notification is accurate and that the complaining party is the owner, or is authorized to act on behalf of the owner, of the copyright that is allegedly infringed. NOTE: THE CONTACT INFORMATION FOR OUR DESIGNATED AGENT IS PROVIDED EXCLUSIVELY FOR NOTIFYING E2OPEN OF ALLEGED COPYRIGHT INFRINGEMENT. OUR DESIGNATED AGENT WILL NOT RESPOND TO ANY NOTICES OR INQUIRIES UNRELATED TO ALLEGED COPYRIGHT INFRINGEMENT.

These Terms of Use were last updated on April 25, 2016 and approved on March 29, 2016.

This Acceptable Use Policy (“Policy”) defines required actions and practices, as well as prohibited activities and content pertaining to your use of E2open Software as a Service (SaaS) that support the use of any product or service created, developed, sold, licensed, delivered, supplied or performed by E2open and third party software products (collectively, “software and services”). The examples listed in this policy are not exhaustive. If you violate the Policy or authorize or help others to do so, we may immediately suspend or terminate your use of the software and services. E2open reserves the right to remove any content or restrict or terminate the use of the software and services without prior notice for activities or content that, in E2open’s reasonable judgment, violate this policy or any agreement pursuant to which you use the services. E2open may change this policy from time to time by posting the updated policy on its web site (http://www.e2open.com and all related sites operated by or for E2open). You are deemed to accept a change to this policy upon your continued use of the software and services following any such change. If you do not accept this policy, you may not access or use any of the software and services.

Prohibited Activities and Content

When users disseminate information through the Internet, they also must keep in mind that E2open does not review, edit, censor, or take responsibility for any information its users may create. When users place information on the Internet, they have the same liability as other authors for copyright infringement, defamation, and other harmful speech. Also, because the information they create is carried over E2open’s network and may reach a large number of people, including both subscribers and non-subscribers of E2open. Users’ postings to the Internet may affect other users and may harm E2open’s goodwill, business reputation, and operations. In doing so, user may violate this Policy and/or the Master Services Agreement between the parties to which this policy is an Exhibit, when Customer, its users, affiliates, or subsidiaries engage in, or attempt to engage in, the following prohibited activities.

You may not use the software and services or permit others to use the software and services:

  • to violate any law of any applicable jurisdiction, including, without limitation, laws governing antitrust, encryption, export/import control, intellectual property, copyright, trademark, obscenity, privacy, securities, gambling, and telecommunications;
  • to commit any tortious or wrongful act;
  • to post, send, receive, use, encourage, promote, facilitate or instruct others to use defamatory, harassing, libelous, obscene, abusive, deceptive, false, misleading, fraudulent, pornographic or threatening materials, or private information without the consent of the individual(s) involved;
  • to post, send or receive any content, including, without limitation, text, graphics, images, computer programs, links and “meta tags,” that violates any copyright, patent, trademark, trade secret or other intellectual property right of a third party;
  • to obtain or attempt to obtain unauthorized access to any server, system, network or account;
  • to interfere or attempt to interfere with the provision of software and services to any user, host, or network by use of any program, script or otherwise;
  • to interfere or attempt to interfere with security-related features of our software and services, or features that limit or restrict (a) use of our software and services or (b) use or copying of any content accessible through use of our software and services;
  • Using manual or electronic means to avoid any use limitations placed on a System, such as access and storage restrictions;
  • Monitoring of data or traffic on a system without permission;
  • to send unsolicited bulk and/or commercial messages over the Internet (known as “spamming”)
  • to send, receive or use malware, spyware, adware, key loggers, viruses, worms, harmful code and/or Trojan horses, or Internet Relay Chat “bots”;
  • to engage in “hacking”, “cracking”, mail bombing, port scanning, denial of service, or other malicious or destructive activities, whether lawful or unlawful, that E2open determines to be harmful to its Subscribers, operations, reputation, goodwill, or customer relations;
  • to engage in illegal activities of any kind including, but not limited to, advertising, transmitting, or otherwise making available Ponzi schemes, pyramid schemes, fraudulently charging credit cards, and pirating software;
  • to resell the software and services, in whole or in part, to any third party without E2open’s prior written consent;
  • to violate the terms of applicable software license or service agreements or the Terms of Use posted on this Web site.

When E2open becomes aware of harmful activities, however, it may take any action to stop the harmful activity as permitted in accordance with the Master Services Agreement between the parties, which may include but not be limited to, removing information, shutting down a HUB, implementing screening software designed to block offending transmissions, denying access to the Internet, taking a server off-line, or taking any other permissible action E2open deems appropriate.

E2open may disclose information, including but not limited to, information concerning a user or subscriber, a transmission made using our network or using an internet service such as a web site, in order to comply with a court order, subpoena, summons, discovery request, warrant, statute, regulation, or governmental request in accordance with the Master Services Agreement between the parties. E2open may disclose user or subscriber information or information transmitted over its network where necessary to protect E2open and others from harm, or where such disclosure is necessary to the proper operation of the system in accordance with the Master Services Agreement between the parties.

This Acceptable Use Policy was last updated on November 30, 2017.

Introduction

E2open does not collect and process users’ personal information beyond what is required for the functioning of our products.

We have demonstrated our commitment to data privacy and protection by meeting the industry standards for ISO 27001 and SSAE-18 SOC 2 Type 2. We also have strong Data Processing Agreements and have revised them to meet the requirements of the GDPR.  E2open participates in and has certified its compliance with the EU-U.S. Privacy Shield Framework with respect to transfer of data to the US.

E2open GDPR Preparation

E2open is GDPR compliant across all of its SaaS applications. We have analyzed GDPR requirements and correlated them to existing controls or created new controls and systems to meet them. Our efforts included:

  • establishment of a data privacy team to oversee GDPR activities and raise awareness;
  • conducted a GDPR Gap Assessment by an independent third party;
  • reviewed current security and privacy processes in place and where applicable, updated contracts with third parties and customers to meet the requirements of the GDPR;
  • conducted employee awareness to ensure continual compliance to the GDPR;
  • enhanced data integrity and security – streamlining the processes for our cloud applications by implementing the following IT policies and procedures:
    • encrypt, anonymize, or delete user data;
    • perform data audits or assessments;
    • provide access controls;
    • identified personal data that is being collected or stored;
      (Note: some of our applications intake a different level of personal data collection, usage, storage, and disposal. Defining the purview of personal data for each of these applications and documenting the various sources of data to provide a roadmap for compliance.  We analyzed how customer information is being processed, stored, retained, and deleted);
    • assessed any third parties with whom we disclose personal data.  There are no third parties with whom we share the personal data of our customers, except banks to pay rebates, at this time.
    • established procedures to respond to data subjects when they exercise their rights; and
    • created processes for data breach notification activities.
  • Portability and Transferability of Data – None of our applications store unique end user content or data that end users do not already possess, e.g. pictures, stories etc.

This Customer Security Policy defines the applicable security requirements that you must follow when accessing the E2open network. The examples listed in this policy are not exhaustive. E2open reserves the right to remove any content or restrict or terminate your use of the software and services for activities or content if Customer knowingly violates this policy or any agreement pursuant to which you use the services. E2open may change this policy from time to time by posting the updated policy on its web site (http://www.e2open.com and all related sites operated by or for E2open). You are deemed to accept a change to this policy upon your use of the software and services following any such change. If you do not accept this policy, you may not access E2open’s network or use any of the software and services.

  1. E2open must be notified by Customer when Customer diverges or plans on diverging from “standard industry practices” regarding E2open technology and security;
  2. All connections or communications to E2open must be made with a cryptographically secure mechanism, either in the protocol connection or by solution encryption and digital signatures;
  3. Exceptions need to be approved in writing by both E2open and Customer’s security representative for the following: (i) production data should not be used in non-production environments; (ii) digital certificates used to interact with E2open must be from certificate authorities trusted in the industry;
  4. User identities and passwords used to connect to the E2open environment must be kept strictly confidential;
  5. E2open must be immediately notified in the event of a breach of security involving E2open data;
  6. Service accounts used to provide system services must not be used by an individual to log into E2open’s environment;
  7. Customer must put adequate procedures in place to ensure that access is removed for Users who are no longer authorized to access the E2open network;
  8. Privileges given to Users of E2open applications must be appropriate for their role/position;
  9. Users of the E2open network must not enter false or malicious information into E2open’s applications or network;
  10. Vulnerability and application testing may be performed by Customer only with prior written consent of E2open;
  11. Customer is responsible for verifying the data integrity in Customer’s ERP and other systems, including verification that transactions have been entered completely, accurately, and on a timely basis, which includes reconciling Customer’s ERP and other systems with data and reports based on its use of the E2open solution.

This Customer Security Policy was last updated on April 15, 2016 and reviewed on April 1, 2016.

In the following terms and conditions, E2open, LLC shall be referred to as “E2open,” and the company supplying goods and/or services under this Purchase Order (the “PO”) shall be referred to as the “Seller.”

1. ACKNOWLEDGEMENT AND ACCEPTANCE

This PO is E2open’s offer to purchase from Seller the goods and/or services which are described on the face of this PO. Only POs sent in writing via email, fax, or mail shall serve as an official intent of purchase by E2open.

By acknowledging receipt of this PO or by shipping the goods or by beginning to perform the services, Seller agrees to the terms and conditions of sale contained in this PO. Any terms proposed in Seller’s acceptance of this PO, or in any other document provided to E2open by Seller, which vary from, add to, or conflict with the terms of this PO, are hereby rejected. Any such proposed terms shall be void and the terms of this PO shall constitute the entire and exclusive terms and conditions for the agreement between the parties. If this PO has been issued by E2open in response to an offer to sell by Seller and if any of the terms herein are in addition to or different from any terms of the Seller’s offer, then E2open’s issuance of this PO shall constitute a counteroffer to Seller’s offer subject to Seller assenting to such additional and different terms and acknowledging that this PO constitutes the entire and exclusive agreement between the parties. By shipping the goods or beginning to perform the services, Seller shall be deemed to have assented to these terms and conditions and agreed that this PO constitutes the entire agreement between the parties.

Seller further acknowledges that E2open may change/update these terms and conditions from time to time and Seller agrees to the most current version of E2open’s terms and conditions. Seller can review the most current version at any time on E2open’s website at http://www.e2open.com/purchase-order-terms-and-conditions

2. PAYMENT TERMS/INVOICE/PRICE WARRANTY

All invoices for payment shall be in U.S. Dollars and shall include the PO number, item number, description of goods and/or services, quantities, unit prices, and total purchase price. All taxes shall be stated separately. Invoices for payment not including such information may be returned to Seller without payment.

Seller warrants to E2open that the prices for the goods and/or services sold to E2open under this PO are not less favorable than those currently extended to any other customer for the same or like goods and/or services in equal or less quantities. If Seller reduces its price for such goods and/or services during the term of this PO, Seller shall correspondingly reduce the price of the goods and/or services sold thereafter to E2open under this PO.

3. PACKAGING

All goods must be packaged in the manner specified by E2open and shipped in the manner and by the route and carrier designated by E2open. If E2open does not specify the manner in which the goods must be packaged, Seller shall package the goods so as to avoid any damage in transit. If E2open does not specify the manner of shipment, route or carrier, Seller shall ship the goods at the lowest possible transportation rates, consistent with Seller’s obligation to meet the delivery schedule set forth in this PO.

4. RISK OF LOSS

Title and risk of loss in transit shall not pass to E2open until delivery of the goods to the location designated on the face of this PO and acceptance by E2open. Seller shall be responsible for damages during delivery. Any replacement of damaged goods and/or resulting claims against carriers shall be the sole responsibility of Seller. If E2open rightfully rejects the goods, receives a non-conforming tender, or revokes its acceptance, risk of loss and title shall be deemed to have remained with Seller.

5. DELIVERY

Time is of the essence. If delivery of the goods is not made in the quantities and on the delivery date(s) specified or the rendering of the services is not completed by the date(s) specified, E2open shall have the right, in addition to its other rights and remedies provided by law or in equity, to take either or both of the following actions: (i) direct expedited routings of the goods with the Seller paying the difference in cost between the expedited routing and routing cost under the PO; (ii) cancel this PO by written notice effective when received by Seller as to goods not yet shipped or services not yet rendered and to purchase substitute goods or services elsewhere and charge Seller with any loss incurred.

6. DELAY IN SUPPLY

In the event of Seller’s failure to deliver any goods or perform any services contained in this PO, other than as a result of acts of God, force majeure, civil commotions, fire, war, perils of the sea, delay in transit, or E2open’s written request, E2open shall have the right to cancel all or any remaining part of this PO, without payment, and obtain delivery or performance from other sources. Any and all increased costs and expenses incurred by E2open in obtaining such replacement delivery or performance shall be set-off against any payment due to Seller, or shall be recoverable as damages hereunder.

7. CHANGES

No modification of this PO shall be effective without E2open’s prior written consent. E2open reserves the right to timely change: (i) specifications and drawings where the goods are being specifically manufactured for E2open, (ii) the place of delivery, (iii) the time of delivery, or (iv) the quantity purchased.

8. INSPECTION

E2open’s payment for the goods shall not constitute its acceptance of the goods. E2open shall have the right, but not the obligation, to inspect the goods and to reject any of the goods which are defective in E2open’s judgment within fifteen (15) of receipt. Good rejected by E2open or goods supplied in excess of quantities stated on the PO may be returned to the Seller at Seller’s expense. Payment, if any, made for any goods rejected hereunder shall be promptly refunded by Seller. The fact that E2open fails to inspect or test any goods shall not affect any of the E2open’s rights and/or remedies.

9. WARRANTY

Seller warrants that all goods delivered under this PO, will (i) be merchantable, (ii) be free from defect of design, material or workmanship, (iii) conform strictly to the specifications, descriptions, drawings, or sample specified or furnished to E2open, (iv) be free from security interests, liens or encumbrances, (v) be fit and safe for their intended purpose, and (vi) be safe and appropriate for the purpose for which such goods or services are normally used. Seller warrants that all Services rendered under this PO will be performed in a professional and workmanlike manner in accordance with the applicable professional industry standards of diligence, care and skill currently recognized in Seller’s industry. The warranties contained herein shall begin at the time of performance, receipt at the delivery location or installation, if applicable, whichever is later, unless a later time is agreed to between the parties. Such warranties shall survive for greater of (a) one (1) year, (b) the standard warranty term provided by Seller to its customers, or (c) as provided under applicable law. Notwithstanding anything to the contrary contained herein, the foregoing shall not limit any additional warranty or warranty period otherwise agreed to by the parties in writing. The warranties contained herein shall survive any inspection, delivery, performance, acceptance, or payment by E2open of the goods or services. E2open may, at its option, return for credit or require prompt replacement or correction of any of the goods or services which do not conform to the foregoing warranties at Seller’s expense. In the event that Seller fails to make such replacement or correction in a timely manner, E2open shall have the right to obtain such replacement or correction from other sources. Any and all increased costs and expenses incurred by E2open in obtaining such replacement or correction shall be set-off against any payment due to Seller, or shall be recoverable as damages hereunder. Goods or services corrected or replaced by Seller shall be subject to the terms and conditions of this PO in the same manner, and to the same extent, as goods or services originally delivered hereunder. If part of the goods to be delivered or services to be performed under this PO are defective or nonconforming, E2open may cancel any unshipped portion of the goods or cancel any unperformed services. The rights of E2open provided in this paragraph shall be in addition to any other rights provided by law, this PO, or any other contract.

10. CANCELLATION

E2open may cancel this PO, in whole or in part, if Seller breaches any provision of this PO. This PO will terminate automatically, without notice, if Seller becomes insolvent or the subject of any legal proceeding relating to bankruptcy or the relief of debtors.

11. INDEMNIFICATION

Seller shall defend, indemnify, and hold E2open harmless from and against any or all claims, actions, demands, litigation or proceedings of whatever kind, whether based upon negligence, breach of express or implied warranty, strict liability or any other theory, and from and against all direct, indirect, special, exemplary, incidental or consequential damages of every kind whatsoever, arising out of, by reason of, or in any way connected with the goods and/or services, the design, manner of preparation, manufacture, construction, completion, or delivery or non-delivery of any goods and/or services by Seller, any breach by Seller of any of its obligations hereunder, or any other act, omission or negligence of Seller or any of Seller’s employees, workers, servants, agents, subcontractors or suppliers. Seller shall, upon request, pay or reimburse E2open or any other party entitled to indemnification hereunder for all costs and expenses, including attorney’s fees, as incurred by E2open or such other party in connection with any such claim, demand, litigation, proceeding, loss or damage. E2OPEN SHALL NOT BE LIABLE UNDER THIS PO FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, INDIRECT OR PUNITIVE DAMAGES INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR REVENUES EVEN IF E2OPEN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. E2OPEN ‘S AGGREGATE LIABILITY ARISING FROM OR RELATING TO THIS PO IS LIMITED TO THE AMOUNT PAID BY E2OPEN FOR THE GOODS AND/OR SERVICES.

Seller shall defend, at its own expense with counsel reasonably satisfactory to E2open, any action against E2open for any alleged infringement of patent, invention or copyright rights arising from the sales or use of the goods. Seller shall indemnify E2open from any damages, liabilities, claims, losses and expenses (including attorney’s fees) paid or incurred by E2open in connection with any such action.

12. COMPLIANCE WITH LAWS

Seller agrees to comply with all federal, state and local laws, rules and regulations, including, but not limited to, Executive Order 11246, the Equal Employment Opportunity Act and any amendments thereto, pertaining to nondiscrimination in employment, the Occupational Safety and Health Act of 1970, the Fair Labor Standards Act, any laws, regulations and executive orders related thereto, and any other applicable federal, state or local law or regulation. Seller shall, in accordance with Paragraph 11, indemnify and hold E2open harmless against any liability arising out of or resulting from Seller’s failure to comply with this paragraph. Upon request, Seller shall supply E2open with copies of compliance reports and any other information necessary to demonstrate compliance with this paragraph.

13. CONFIDENTIALITY

All and all specifications, documents, and/or other proprietary information delivered by E2open to Seller are the property of E2open. They are delivered solely for the purpose of Seller’s performance of this PO and on the express condition that the information contained therein shall not be disclosed to others nor used for any purpose other than in connection with this PO except with E2open’s prior written consent. Seller will not use E2open’s name or any of its trademarks, service marks, trade names, or logos without the express prior written consent of E2open.

14. INDEPENDENT STATUS

Seller acknowledges that it is an independent business acting as an independent contractor. Though Seller may perform services for E2open, no agent, representative or employee of Seller shall be or be considered an agent or employee of E2open.

15. ASSIGNMENT

This PO may not be assigned by Seller, in whole or in part, except with the prior written consent of E2open.

16. TAXES

Seller is responsible for payment of all required taxes to the proper taxing authority including but not limited to sales, use, VAT and similar taxes.

17. INSURANCE

Seller, at its own expense, shall maintain in effect insurance of such types and in such amounts as is commercially reasonable in connection with the conduct of its business, including, without limitation, insurance coverage for its liability and indemnity obligations hereunder and workers’ compensation per California statutory requirements.

18. REMEDIES/NONWAIVER

E2open’s delay or failure to enforce any provisions of this PO, or its rights hereunder, shall not operate as a waiver of such provisions or rights and the same shall remain in full force and effect for the duration of this PO. Each of the rights and remedies reserved to E2open in this PO shall be cumulative and additional to any other remedies provided in law or equity.

19. SEVERABILITY

If any provision of this PO shall be deemed or held invalid, illegal, unenforceable, or inoperative, this provision shall not affect the other provisions contained in this PO which will continue in full force and effect.

20. GOVERNING LAW

This PO shall be governed and construed in accordance with the laws of the State of Texas, without regards to its conflict of law principles.

21. PARAGRAPH TITLES

The paragraph titles are solely for convenience of reference and shall not affect the meaning or construction of any provision of this PO.

22. NOTICES

All notices, waivers, consents, and other communications required or permitted to be given pursuant to this PO, shall be in writing and shall be deemed to have been delivered either (i) on the delivery date, if personally delivered, or if delivered by confirmed facsimile or e-mail, (ii) one (1) business day after delivery to any national overnight courier directing delivery on the next business day, receipt requested, or (iii) three (3) business days after deposit in the United States mail, registered or certified mail, return receipt requested, with adequate postage affixed thereto. All notices to E2open shall be sent to E2open at 9600 Great Hills Trail, Suite 300E Austin, TX 78759, to the attention of the Legal Department, and to Seller at its address as set forth in this PO, or at such other address as either party may designate in writing to the other party.

23. JURY TRIAL WAIVER

The parties hereby waive trial by jury in any action, proceeding, claim or counterclaim, whether in contract or tort, at law or in equity, arising out of or in any way related to this PO.

24. DISPUTE RESOLUTION

All causes of action arising hereunder or related in any way hereto shall be brought only in the federal and state courts in Travis, Texas and Seller hereby submits to the jurisdiction of such courts and waives any claim that such courts are an inconvenient forum. An action by Seller arising out of or related to this PO shall be commenced within one (1) year from the date the right, claim, demand or cause of action shall first occur or be forever barred.

25. SECURITY REQUIREMENTS

Seller agrees to comply with each of the following security requirements, if applicable to the services being provided:

1. Seller agrees to immediately inform E2open in the event any of its customer data is subpoenaed and Seller agrees to allow E2open or its customers to retrieve its data;

2. E2open has the right to audit the services at any time;

3. E2open has the right to request logs and data from the services;

4. Seller agrees to comply with any and all legal requirements and regulations for the jurisdiction (i) where E2open’s data is stored; (ii) where the Business Continuity/Disaster Recovery backup data for E2open is stored; and (iii) where the administrative/operational facilities of Seller lie.

5. Seller agrees to comply with any and all legal requirements and regulations governing the protection of E2open’s data and the data of E2open’s customers;

6. Seller agrees to comply with all applicable security regulations (SSAE16, ISO27001, TrustE, etc.);

7. Seller agrees to allow E2open the right to obtain compliance reports;

8. Seller agrees to not enter false or malicious information into E2open’s applications or network;

9. Seller agrees to allow E2open, with prior notice, the right to perform Internet-facing vulnerability and penetration scans;

10. Seller agrees to establish a reporting mechanism for compliance with service level agreements;

11. Seller agrees to establish a resolution path for liquidated damages due to its failure to comply with service level agreements;

12. Seller agrees to establish a notification path for service level incidents;

13. Seller and E2open will mutually agree on an applicable security “industry best practices” and Seller agrees to notify E2open of any planned or unplanned deviation from these agreed upon industry best practices;

14. Seller agrees to establish a notification path for security incidents;

15. Seller agrees to immediately notify E2open in the event of a breach/security incident involving any systems, storage, or data supporting E2open or E2open’s customers;

16. Seller agrees to establish and adequately detail the means and mechanisms for the segregation of E2open’s data and the data of E2open’s customers from the data of Seller’s other customers;

17. Seller agrees to establish adequate protection measures for E2open’s data and the data of E2open’s customers;

18. Seller agrees to not use production data in non-production environments;

19. Seller agrees to ensure that all connections or communications to E2open are made with a cryptographically secure mechanism, either in the protocol connection or by solution encryption and digital signatures;

20. Seller agrees to ensure that digital certificates used to interact with E2open are from Certificate Authorities trusted in the industry;

21. Seller agrees to establish minimum security and infrastructure policies and practices;

22. Seller agrees to establish, maintain, and regularly update a Security Policy;

23. Seller agrees to have an employee training program for its Security Policy;

24. Seller agrees to classify the data of E2open and E2open’s Customers and establish how the data will be treated under Seller’s Data Security Policy;

25. Seller agrees to establish the terms for data retention and destruction;

26. Seller agrees to ensure that it has implemented and regularly tested/verified its Business Continuity and Disaster Recovery processes and procedures for E2open’s data;

27. Seller agrees to not disclose the data of E2open or the data of E2open’s customers to any third party;

28. Seller agrees to use the data of E2open or the data of E2open’s customers solely for the purpose of providing the services and for no other reason;

29. Seller agrees to provide E2open with the contact info for its data custodians;

30. Sellers agrees to have a Data Security Plan that includes Business Continuity and Disaster Recovery;

31. Seller agrees to segregate and protect (with access and encryption) any personally identifiable information of E2open or E2open’s customers and limit access based on industry best practices.

26. SURVIVAL

In addition to those terms that survive the expiration or termination of this PO by their express terms, the provisions of Sections 9, 11, 12, 13, 23 and 24 shall survive the expiration or termination of this PO for any reason. Seller acknowledges that any breach of the terms, conditions, or covenants set forth in Sections 12 or 13 may cause irreparable damage to E2open and that a recovery of damages at law may not be an adequate remedy. Accordingly, in the event that Seller breaches the terms, covenants or conditions of Sections 12 or 13, Seller hereby consents to a restraining order and/or injunctive relief against Seller, without the posting of bond, in addition to any other legal or equitable rights or remedies E2open may have.

These Terms of Use were last updated on April 25, 2016 and approved on March 29, 2016.