PLEASE READ THIS END USER LICENSE AGREEMENT (“AGREEMENT”) CAREFULLY. BY CLICKING THE BUTTON BELOW, YOU AND THE BUSINESS ENTITY YOU REPRESENT (COLLECTIVELY, “CUSTOMER”) AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS. THIS IS A LEGAL AGREEMENT BETWEEN CUSTOMER AND INFOBLOX INC. (“INFOBLOX”). “Product” means the Infoblox product purchased and registered by Customer.

1.         Software.  The Product incorporates proprietary software and technology, including any updates, upgrades and additional modules that may be provided by Infoblox for use with the Product (collectively, “Software”). Infoblox and its suppliers retain all title and intellectual property rights in and to the Software provided by Infoblox.  The Software is licensed only; no title in or to the Software is assigned or transferred.  Customer does not have any license or right to use any update, upgrade or additional module unless Customer has a valid license to the original Software and has paid all applicable fees; use of updates, upgrades and additional modules is limited to Products for which Customer is the original end user purchaser or a transferee authorized by Infoblox.  The Product also contains open source and/or publicly available software under separate license; a list of such software and applicable licenses is included in the Product documentation.

2.         Limited License.  Subject to compliance with all the terms and conditions of this Agreement, Infoblox grants Customer a non-exclusive, non-transferable license (“License”), to operate the Software only as embedded in or installed on the Products.  The License includes only the Software indicated on the applicable Product order; some software modules available for the Product may require purchase of a separate license key from Infoblox.  If Infoblox provides any client or other software for installation on equipment not provided by Infoblox, then such software may only be used in connection with the Products. Other than the License, no other licenses, express or implied, are granted. The License shall automatically terminate upon a breach of this Agreement.  The License may not be transferred by the original end user purchaser except with the express consent of Infoblox.

3.         Restrictions.  Customer shall have no right to and shall not directly or indirectly (a) transfer, assign or sublicense the Software to any other person or entity, or use the Software on unauthorized or second hand equipment, and any attempted transfer, assignment or sublicense shall be void; (b) copy, transfer, or extract any Software from the Product, (c) reverse engineer, decompile, disassemble or otherwise seek to discover any underlying source code or algorithms of the Software, except to the limited extent that applicable law expressly prohibits reverse engineering restrictions, (d) modify or alter the Software or Product or (e) use the Software or Product except in accordance with the documentation provided by Infoblox.  The Product is designed to be serviced by trained technicians only; opening the Product casing or otherwise altering the Product may void any applicable warranty and support.

4.         Support.  Product purchase does not include Infoblox support services.  Customers desiring to receive support must separately purchase support for the Product from Infoblox or an authorized support provider.  Support may not be available for transferred or obsolete Products.  Support contracts may not be transferred without the express written consent of Infoblox. Support services available for purchase by end users in North America are described in Exhibit A. Support service terms are subject to change by Infoblox.

5.         Limited Warranty for End Users in North America.  The warranty and related terms set forth in this Section 5 apply only to Infoblox END users in North America; if Customer is outside of North America, this warranty does not apply and Customer must look solely to the distributor or reseller from whom Customer purchased Products for warranty terms and service.  If Customer is located and taking delivery within North America, Infoblox provides the following Limited Warranty:  Infoblox warrants to Customer that the Products when shipped to Customer will materially conform to the most current published specifications applicable to the Product. Customer may make a claim for breach of this Limited Warranty (i) at any time prior to 1 year after the date of shipment by Infoblox with respect to Product hardware and (ii) at any time prior to 90 days following the date of shipment by Infoblox with respect to Product software whether or not embedded, after which time the Limited Warranty shall be deemed expired and void.  For each claim of breach of the Limited Warranty which is received by Infoblox during the applicable Limited Warranty period, Infoblox will, at Infoblox’s option and as Customer’s exclusive remedy: (1) repair the defective Product, as applicable, (2) replace the defective Product with comparable Product hardware or software, as applicable, or (3) refund the amount paid for the defective Product, upon its return. All warranty claims are subject to the warranty service process set forth in Exhibit B. Infoblox will not have any other obligations under the Limited Warranty. The warranty does not apply to Product units that have been (i) mishandled or damaged by failure to provide an suitable installation or operating environment, (ii) used, maintained or stored other than in conformity with documentation and instruction provided by Infoblox, (iii) subjected to physical damage, neglect or the elements, (iv) damaged by third party software, equipment or viruses or (v) opened or serviced by anyone other than Infoblox or an authorized service provider. Replacement Products and parts used to repair Products will be comparable in function and performance to the original part or Product, and warranted for the remainder of the original Limited Warranty Period or 30 days from the date of shipment of the repaired or replacement Products, whichever is longer.  Purchasing additional parts or Products from Infoblox does not extend this warranty period.  The Limited Warranty is not transferable.

EXCEPT FOR THE LIMITED WARRANTY IN THIS SECTION 5, INFOBLOX DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR GUARANTEES REGARDING THE PRODUCTS OR SOFTWARE.  INFOBLOX AND ITS SUPPLIERS EXPRESSLY DISCLAIM ALL REPRESENTATIONS, WARRANTIES OR GUARANTEES IMPLIED BY LAW, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. INFOBLOX HAS NOT AUTHORIZED ANYONE TO MAKE ANY REPRESENTATION OR WARRANTY ON BEHALF OF INFOBLOX.

6.         Limitation of Liability. TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL INFOBLOX OR ITS SUPPLIERS BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT PRODUCT LIABILITY OR OTHERWISE, EVEN IF INFOBLOX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (B) ANY AMOUNT IN EXCESS OF THE PRICE RECEIVED BY INFOBLOX FOR THE PRODUCT.
Customer acknowledges and agrees that Infoblox has set its prices and provided the Product in reliance on the limitations of liability and disclaimers set forth above and that the same reflect an allocation of risk between the parties.

7.         Government Use.  If a Product is provided to any unit or agency of the United States Government (“U.S. Government”), the following provisions shall apply: All software and accompanying documentation are deemed to be “commercial computer software” and “commercial computer software documentation,” respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212, as applicable.  Any use, modification, reproduction, release, performance, display or disclosure of the software and accompanying documentation by the U.S. Government shall be governed solely by the terms of this Agreement and shall be prohibited except to the extent expressly permitted by the terms herein.  The Product is considered accepted upon shipment by Infoblox.

8.         FCPA and Export Control. Customer shall comply with all export laws and restrictions and regulations of the U.S. government, and not export, or allow the export or re-export of any Product in violation of any such restrictions, laws or regulations. Customer shall obtain and bear all expenses relating to any necessary licenses and/or exemptions with respect to the export from the U.S.

9.         General.  Infoblox and its affiliates are express beneficiaries of this Agreement.  All notices under this Agreement shall be in writing, and shall be sent by international overnight courier or prepaid certified or registered U.S. mail. Customer may not assign, transfer, or sublicense any obligation or benefit under this Agreement without the written consent of Infoblox and any attempt to do so shall be void. The failure of either party to enforce its rights under this Agreement at any time for any period shall not be construed as a waiver of such rights. No changes or modifications or waivers are to be made to this Agreement unless evidenced in writing and signed for and on behalf of both parties. In case of any inconsistency between these terms and any other terms included with or relating to Customer’s Product purchase, these terms shall take precedence except with respect to an agreement negotiated and signed by Customer and Infoblox.  In the event that any provision of this Agreement shall be determined to be illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to the conflicts of laws provisions thereof or the UN Convention on the International Sale of Goods. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys fees.

Exhibit A
Support Terms
Infoblox Inc. (“Infoblox”) makes available the support services described below (“Support”). Provision of Support is subject to Customer remaining in good standing under an effective Support contract. Customer must register Product units online at www.infoblox.com prior to receiving Support.  Customer must provide the Product unit serial number when opening technical support requests with Infoblox technical support.  All Support is provided in the English language.  Any terms not defined herein shall have the meaning set forth in the Purchase Agreement.

1. DEFINITIONS

1.1 “Error” means an error in the Software that causes the Software to materially fail to perform in accordance with the Specifications.

1.2 “Software” means the software programs provided to Customer as part of the Product and that are licensed pursuant to the Purchase Agreement together with any Updates and Upgrades furnished by Infoblox to Customer.

1.3 “Specifications” means the published specifications applicable to the Infoblox Products that are in effect as of the date the Infoblox Products are shipped to Customer; as such Specifications may be updated, modified or revised by Infoblox.

1.4 “Updates” means a Software release, if and when available, consisting of error corrections and patches, in object code form, which is made generally available by Infoblox to its support recipients without additional charge, and is generally indicated by a change in the digit to the right of the release number (e.g., a change from version 4.1r2 to 4.1r3) and any corrections and updates to the associated documentation.

1.5 “Upgrades” means a Software release, if and when available, containing new enhancements, features or functionality, in object code form to application software, which is made generally available by Infoblox to its support recipients without additional charge and generally indicated by a change in the feature release number to the right of the decimal point (e.g., a change from version 4.2r1 to 4.3r1) and the associated documentation.

1.6 “Workaround” shall mean a temporary solution to a software error that Infoblox has implemented, or enabled customers to implement, and that allows the software to regain functionality and provide major software functions in accordance with the specifications.

2. PREMIUM MAINTENANCE SERVICES

Premium Maintenance Services described below are subject to payment of all annual Premium Maintenance Services fees.  Premium Maintenance Services are provided by telephone, email, or World Wide Web. Premium Maintenance Services include assistance with initial product deployment and configuration, answers to questions related to product features, diagnoses and corrections of software errors, and provides configuration or software workarounds when applicable. Infoblox is only obligated to respond to requests for support from individuals designated as Customer authorized personnel. Provision of support in a timely and effective manner may require the use of on-line diagnostics of the Software by authorized Infoblox support personnel to assist with problem diagnosis. Such on-line diagnostics access may include the use of remote support tools from Infoblox or third party tools that Infoblox technical support may use to access the Customer’s systems; any access of Customer systems shall be at Customer’s discretion.  Phone numbers and addresses below may be updated by Infoblox from time to time.

2.1 Telephone Support. Infoblox’s technical service center (the “TSC”) will use reasonable efforts to respond to requests by phone for Priority 1 (as defined in Table 2 below) technical support issues within 1 hour on a 24x7x365 basis. The TSC will respond to requests for all other issues will be responded to between the hours of 6:00 AM and 6:00 PM Pacific Standard Time, Monday through Friday, excluding holidays. Telephone Support may be obtained by calling the number for the applicable region provided by Infoblox.

2.2 Email Support.  Technical support is provided through Infoblox’s TSC via email to support@infoblox.com.  The TSC will use reasonable efforts to respond in accordance with the response targets in Table 2 below to email requests by authorized contacts between the hours of 6:00 AM and 6:00 PM Pacific Time, Monday through Friday, excluding holidays. For Priority 1 technical support issues, Customer is encouraged to contact Infoblox through the telephone support described above.

2.3 Web Support.  Web support is available on a 24x7 basis via www.infoblox.com/support. All release notes, product documentation and software downloads are available for download from the above mentioned URL. Web support also allows users to log new support incidents and check the status of previously submitted incidents on a 24 x 7 basis.  Customer must register at www.infoblox.com and establish password and log in information prior to access of web support.

2.4 Updates and Upgrades.  Premium Maintenance Services entitles Customer to receive all Updates and Upgrades applicable to Customer's Product hardware platform. Notification for Update and Upgrade releases is provided electronically by Infoblox technical support.  Customer must register its Products online at http://www.infoblox.com/support/product_registration.cfm in order to receive such communications from Infoblox.

2.5 Advance Hardware Replacement. Premium Maintenance Services includes the hardware replacement services set forth in Section 3 below.

2.6 Error Corrections. Infoblox shall use its reasonable efforts to correct reproducible Errors in the Software in a manner commensurate with the priority of the Error in accordance with the table below.  Infoblox shall have no obligation to correct all Errors in the Product.  Upon identification of any Error, Customer shall notify Infoblox of such Error and shall provide Infoblox with sufficient information to reproduce the Error. Error Priorities will be reasonably assigned by Infoblox based on information provided.  Infoblox may require remote access to the applicable Product(s) in order to diagnose and resolve Errors.

Table 1. Premium Maintenance Service Levels

Priority	Definition	Initial Response Time*	Commitment (Infoblox and Customer)	Resolution Targets
1	Operation/Service down or critically impacted. No known workaround.	1 hour (24 x 7)	Infoblox and customer will commit necessary resources to fix problem or obtain a Workaround.	Emergency bug fix (EBF) if necessary. Fix included in next release.
2	Operation affected, but not down. Impact may be high. Workaround may be available.	1  business hour	Infoblox and customer will commit resources during normal business hours to resolve issue or obtain Workaround.	Fix included in future release.
3	Moderate to negligible impact. No impact to business.	1 business hour	Infoblox and customer will commit necessary resources during normal business hours to restore operation to satisfactory levels.	Schedule for future release if necessary.
4	Request for information, documentation issues, and enhancement requests.	1 business hour	Request-dependent.	Request-dependent.

 * Response times are target times and are measured are during business hours only for Priority 2 through Priority 4; Priority 1 response times are 24x7.

3.  HARDWARE RETURNS

3.1        Return Material Authorization. In the event Customer reasonably believes there is a Product hardware failure, Customer may contact Infoblox’s TSC. If Infoblox’s TSC verifies that the Product is likely to be defective and is covered by Support, Infoblox will issue a Return Materials Authorization (“RMA”) number, which allows the Customer to return the defective unit to Infoblox for repair or replacement. Before return or replacement of any Product, Customer must contact Infoblox’s TSC and obtain an RMA number. 

3.2        Shipping.  Infoblox will not accept any Product without an RMA number on the package.  Customer must deliver the defective Product along with the RMA number to Infoblox.  If Customer ships the Product other than in accordance with Infoblox’s instructions, then Customer assumes the risk of damage or loss in transit.  Customer must use the original container (or the equivalent).  Infoblox will provide Customer with the shipping address and instructions at the time of RMA issuance.

3.3        Advance Replacement.  Following the issuance of an RMA number, Infoblox will use reasonable efforts to ship Customer a replacement Product unit within 1 business day for RMA requests processed before 3:00 P.M. Pacific Time. Requests for next-day delivery of hardware processed after 3:00 P.M. Pacific Time, ship the following business day for second day delivery. 1 business day advance replacement is not available in all countries outside of the U.S. and Canada. All Product units shipped as advance replacements from Infoblox will be shipped at no cost to Customer and will be comprised of standard or reconditioned components of equal or greater quality, revision level, and/or functionality than the failed Customer unit. Customer must promptly deliver the replaced unit to Infoblox.  If the replaced unit is not received by Infoblox within 10 days (20 days for units returning from outside of the U.S. and Canada), Infoblox may invoice the Customer and Customer shall pay for the replacement unit at the then current applicable price; nonpayment may result in suspension of Support. All Products returned for replacement become the property of Infoblox. It is Customer’s responsibility to remove all confidential and proprietary data and information before returning Products to Infoblox; Infoblox shall have no obligations or liability with regard to data and information contained in returned Products. If Infoblox reasonably and in good faith determines that the returned Product hardware did not contain the alleged defect, Customer shall pay and/or reimburse Infoblox for all costs of handling, transportation and diagnostics at Infoblox’s prevailing rates.

4.  LIMITATIONS/EXCLUSIONS

Infoblox shall not be responsible or liable for correcting any Errors not reproducible by Infoblox on the unmodified Software or problems due to: (i) Customer’s ­failure to imple­­ment all Updates and Upgrades issued under this Agreement; (ii)  third party software or systems; (iii) the use or operation of the Software or Product with any other software or programming language or in an environment other than that intended or recommended by Infoblox; (iv) changes to the operating system or environment that adversely affect the Software; (v) any customizations, alterations, modifications of or additions to the Software or Product made by or for Customer; (vi) acci­dent, negli­gence, or misuse of the Product. If Infoblox provides any client software, Support specifically excludes support for use of the client with any third party server.  Infoblox will only provide Support for the 2 most recent point releases (e.g., 3.1 and 3.2) (“Supported Releases”) for 18 months after release of a new point release.  Support for any earlier versions or for errors not covered under this Agreement may be obtained, if available, at Infoblox’s sole discretion and at its then current published rates. Infoblox may declare any Product obsolete and no longer supported by Infoblox, provided that Infoblox shall use reasonable efforts to provide one year prior notice of any planned obsolescence. 

5.  SUPPORT FEES

Customer is required to pay Infoblox the annual support fee in the amount set forth in the applicable Purchase Order in order to receive the first year of Support. Thereafter, fees for each year of Support are due annually in advance at least 30 days prior the expiration of the then current Support period. Infoblox reserves the right to change the annual fees from time to time effective as of the beginning of the next annual Support period by giving Customer prior written notice of such change. If Customer allows Support to lapse and later requests to resume Support, Infoblox may require Customer to pay the fees that would have been paid for all missed Support periods, prior to reinstating Customer’s Support. 

THESE TERMS AND CONDITIONS CONSTITUTE A SERVICE CONTRACT AND NOT A PRODUCT WARRANTY. THE PRODUCTS, INCLUDING HARDWARE AND ALL SOFTWARE ARE SUBJECT EXCLUSIVELY TO THE WARRANTIES SET FORTH IN THE PURCHASE AGREEMENT. THESE TERMS AND CONDITIONS DO NOT CHANGE OR SUPERSEDE ANY TERMS OF SUCH WARRANTY. 

Exhibit B
Warranty Service Procedures

The warranty SERVICES set forth BELOW apply only to Infoblox END users in North America; if Customer is outside of North America, thESE warranty procedures do not apply and Customer must look solely to the distributor or reseller from whom Customer purchased Products for warranty terms and service.

1.         Email Requests. If Customer believes a Product purchased by Customer is subject to a material defect covered by warranty, Customer may request warranty services via email to Infoblox’s Technical Support Center ("TSC"). TSC services are available from 6:00 a.m. to 6:00 p.m. Pacific time, Monday through Friday, excluding Infoblox holidays. Email should be sent to support@infoblox.com. Infoblox will use reasonable efforts to respond to requests for support from authorized personnel within one business day. Any telephone services that may be provided by Infoblox hereunder will be limited to that necessary to confirm material defects in the applicable Products. In the event Customer has not contracted with Infoblox for receipt of Enterprise Support, all additional support services requested shall be subject to Infoblox’s then prevailing rates.

3.         Software Updates. For a period of 90 days after shipment by Infoblox, Infoblox shall provide Updates for the Software that are generally released by Infoblox during such period. Warranty does not include provision of Upgrades.

3.         Access to Web Support.  For a period of 90 days after shipment by Infoblox, Customer may access the self-service web portal at support.infoblox.com for Product installation and configuration assistance. 

4.         Replacement/Repair of Product Hardware. For a period of one year after shipment by Infoblox, Infoblox shall provide replacement of defective Product hardware covered by warranty.  In order to obtain the relevant warranty service with respect to Product hardware containing Material Defects, customer shall return such Infoblox Products to Infoblox in accordance with the following RMA procedure. Before return or replacement of any Product, Customer must contact Infoblox’s TSC as described above. If Infoblox’s TSC verifies that the Product is likely to be defective and is covered by Warranty Support, Infoblox will issue a Return Materials Authorization (“RMA”) number, which allows the Customer to return the defective unit to Infoblox for repair or replacement. Customer must deliver the defective Product to Infoblox with the RMA number on the package. Infoblox will not accept any shipment of returned Infoblox Product, which does not have a valid RMA number issued to Customer pursuant to such RMA procedure.  Customer assumes the risk of damage or loss in transit.  Customer must use the original container (or the equivalent) and pay the shipping charge.  Infoblox will provide Customer with the shipping address at the time of RMA issuance. It is Customer’s responsibility to remove all confidential and proprietary data and information before returning Products to Infoblox; Infoblox shall have no obligations or liability with regard to data and information contained in returned Products. In connection with replacement, Infoblox may at its sole discretion modify the replacement unit at no cost to Customer to improve its reliability or performance. If Infoblox reasonably and in good faith determines that the returned Product hardware did not contain the alleged defect, Customer shall pay and/or reimburse Infoblox for all costs of handling, transportation and diagnostics at Infoblox’s prevailing rates.

5.         Definitions.  “Product” means the Infoblox product purchased by Customer that is under warranty.  “Specifications” means the published specifications applicable to the Products that are in effect as of the date the Infoblox products are shipped to Customer, as such specifications may be updated, modified or revised by Infoblox. “Updates” means a Product software release, if and when available, consisting of error corrections and patches, in object code form, which is made generally available by Infoblox to its support recipients without additional charge, and is generally indicated by a change in the digit to the right of the release number (e.g., a change from version 4.1r2 to 4.1r3) and any corrections and updates to the associated documentation. “Upgrades” means a Product software release, if and when available, containing new enhancements, features or functionality, in object code form to application software, which is made generally available by Infoblox to its support recipients without additional charge and generally indicated by a change in the feature release number to the right of the decimal point (e.g., a change from version 3.2r1 to 3.3r1) and the associated documentation.