Fronde licensing terms & conditions

Fronde Licencing Terms and Conditions

Capitalised terms used on this “Fronde Licencing Terms and Conditions” web page have the same meaning (where a definition is included) as set out in the the relevant reseller agreement in place between Fronde and the owner of the licence, unless a contrary definition has been included below. 

To the extent of any inconsistency between these “Fronde Licencing Terms and Conditions” and the terms and conditions of a reseller agreement between Fronde and the owner of the licence, the terms and conditions set out in the reseller agreement shall take precedence. 

When placing a licence order through the Website (“Website” means www.fronde.com, www.fronde.co.nz and/or www.fronde.com.au) you may be:

• purchasing additional licences under an existing written and signed (by you) quote in place between you and Fronde (“Additional Licences Online Order”);
• renewing licences under an existing written and signed (by you) multi-year quote in place between you and Fronde for a particular Product or Products (“Renewal Online Order”); or
• purchasing licences (whether new or additional) via Fronde (as a reseller for that product) as a new Customer that does not have an existing written and signed (by you) quote in place for those Products (“New Web Based Order”).

If you are making an Additional Licences Online Order or Renewal Online Order via the Website then your order of the relevant licences will be governed by the terms and conditions set out in the original written and signed (by you) quote or quotes in place between you and Fronde (not the “Web Based Order Terms and Conditions” set out below): 

If you are making a Web Based Order the terms and conditions set out below will govern your order of the relevant Products via the Website.

New Web Based Order Terms and Conditions:

The Products you have purchased may have been priced in US dollars or Australian dollars and converted to New Zealand dollars. If this is the case, the exchange rate used is the spot rate shown on the website of the Australia and New Zealand Banking Group Limited or such other financial institution selected by Fronde for the nearest Business Day. Fronde reserves the right to review the price if the exchange rate varies by more than one percent.

The pricing for any Products ordered via the Website excludes any and all taxes (including GST, value added tax and income tax and any duties and levies imposed by any competent authority in any jurisdiction) which will be payable by the Customer on taxable supplies. Pricing will generally be based on the published list price by the owner of the Product (and any Fronde margin, where applicable). 

Fronde will invoice the Customer monthly in arrears for the Products ordered via the Website. Payment of Fronde’s complete and correct invoice is due by the 20th of the month following the date of invoice ("Due Date"). If the Customer fails to pay all amounts due for Products by the Due Date, Fronde may (at its sole discretion) suspend the Client's access to the Products ordered until full payment is received. Fronde may charge interest on any overdue amount. Interest will be calculated daily from the due date to the date of payment of the invoice (both inclusive) at an annual percentage rate equal to the corporate overdraft rate (monthly charging cycle) applied by Fronde’s primary trading bank as at the due date plus 3% per annum. The Customer must pay all fees, charges, interest, commission and any other costs incurred by Fronde in the settlement, recovery and/or attempted recovery of any amount owing to Fronde by the Customer.

Fronde will not place an order for the Product until the Customer has validly placed an order through the Website (including providing all requisite information in the relevant form). The terms and conditions set out herein take precedence over any terms and conditions set out in your purchase order document (if one has been provided to Fronde). 

If you are ordering Google products via the Website, you are also agreeing to comply with Google’s license terms for the products you are purchasing, as set out below or updated from time to time by Google:

General Google Terms

1. Fronde, Google and the Customer are independent contractors with respect to the resale of the Product;
2. unless Google expressly agrees otherwise in writing, the Customer will accept the Google TOS, with no alteration or amendment, prior to the Customer’s first log in to the Product (or Fronde must otherwise receive express authorisation from the Customer to accept on the Customer’s behalf);
3. the Customer will permit Fronde to disclose Customer Information to Google as reasonably required for Google to provide technical support to Fronde in connection with the Customer's support issues regarding the Product or to allow Google to communicate directly with the Customer for the following purposes:
4. 1. as required to execute non-standard Customer orders;
   2. for purposes relating to the provisioning of the Products to Customers’ accounts including in relation to any Product updates or security incidents;
   3. as required to ensure Customers are notified of available options to maintain continuity in Product provisioning; and
   4. to conduct customer service and satisfaction surveys;
5. for use by Google in accordance with the Google TOS including applicable confidentiality, data processing and security terms;
6. the Customer is responsible for providing the necessary notices, and obtaining and maintaining any consents, required from End Users to allow Fronde and Google to perform their respective contractual obligations in respect of the Customer;
7. the SLA sets out the Customer's sole and exclusive remedy for any failure by Google to meet the SLA, and the Customer must request any such remedies directly from Fronde; and
8. Google will only provide technical support directly to the Customer as set out in the Google TOS.

Google Product Specific Terms

• Google Apps T&Cs
• Chrome Device Management T&Cs
• Service SKUs Additional Terms (the relevant terms have been included below):
• 1. Google Vault for Former Employees. Use of Google Vault for Former Employees is limited to access to and use of Google Vault only. A “Former Employee” means any individual that was previously a Customer’s active End User and is now considered a non-active End User.
  2. G Suite Business for Former Employees. G Suite Business for use by Former Employees: Use of G Suite Business for Former Employees is limited to access to and use of Google Vault only. A “Former Employee” means any individual that was previously a Customer’s active End User and is now considered a non-active End User.
  3. G Suite Enterprise for Former Employees. G Suite Enterprise for use by Former Employees: Use of G Suite Enterprise for Former Employees is limited to access to and use of Google Vault only. A “Former Employee” means any individual that was previously a Customer’s active End User and is now considered a non-active End User.
  4. Tiered Domain Licensing. Customers with Tiered Domain Licensing have access to G Suite Core Services functionality under the following conditions:
  5. • Deskless GSBus. <gapps-unlim-dsk-1user-12mo> (“</gapps-unlim-dsk-1user-12mo>Deskless GSBus”): Use of the Services in connection with Deskless GSBus includes access to and use of Services described in the GSBus edition (formerly known as Drive for Work) except that Google Drive Storage is limited to 15GB per End User of Deskless GSBus. Administrators may use advanced organization unit controls, Google Vault functionality, and Audit Control features or API’s associated with Deskless GSBus only for End Users of Deskless GSBus.
     • Deskless GSE. <gapps-ent-dsk-1user-12mo> (“</gapps-ent-dsk-1user-12mo>Deskless GSE”): Use of the Services in connection with Deskless GSE includes access to and use of the Services described in the GSE edition, except for the restrictions described immediately below:
     • • Deskless GSE End Users may only include Customer’s employees and contractors that qualify as “non-information” workers under applicable Google policies as described at the following URL (which may be updated from time to time): https://docs.google.com/presentation/d/1nlbtIuXUAVcBALWUGeO_152lGl2Et3-sna93iugORw4/edit#slide=id.g3bec517c07_32_438, (each such user, a “Qualified Deskless GSE End User”);
       • Google Drive storage is limited to 15GB per Customer’s Qualified Deskless GSE End User; and
       • Each Customer’s Qualified Deskless GSE End User’s use of Hangouts Meet will have the following restrictions: (i) the following features or functions are not licensed: recording, international dial-in, or international dial-out; and (ii) hosting of Livestreams is not permitted.
       • Administrators may use enhanced security and data loss prevention features only for End Users of Deskless GSE.
     • Legacy Tiered Domain Licensing. The following Tiered Domain Licensing is available only for Customers who have previously purchased and have an existing subscription of the Services listed below:
     • 1. G Suite Basic. <gapps-prem-1user-12mo> (“</gapps-prem-1user-12mo>GSBasic”): Use of the Services in connection with GSBasic includes access and use of all G Suite Core Services with the option of separately purchasing Google Vault for End Users of GSBasic.
       2. Deskless Worker.<gapps-prem-dsk-1user-12mo> (“</gapps-prem-dsk-1user-12mo>Deskless Worker”): Use of the Services in connection with Deskless Worker includes access to and use of G Suite Core Services with the exception that Google Drive storage is limited to 15GB per Deskless Worker End User. Customer has the option of separately purchasing Google Vault for End Users or Deskless Worker.
       3. G Suite Business. <gapps-unlim-1user-12mo> (“</gapps-unlim-1user-12mo>GSBus”): Use of the Services in connection with GSBus includes access to and use of Services described in the GSBus edition (formerly known as Drive for Work). Administrators may use advanced organization unit controls, Google Vault functionality, and Audit Control features or API’s associated with GSBus only for End Users of GSBus.
       4. G Suite Enterprise.<gapps-ent-1user-12mo> (“</gapps-ent-1user-12mo>GSE”): Use of the Services in connection with the GSE includes access to and use of the Services described in the GSE edition. Administrators may use enhanced security and data loss prevention features only for End Users of GSE.
  6. G Suite Enterprise Essentials. G Suite Enterprise Essentials: Customer shall be limited to access to and use of G Suite Enterprise Essentials.
  7. G Suite Essentials. G Suite Essentials: Customer shall be limited to access to and use of G Suite Essentials.

AND:

The Customer agrees that by ordering Products via the Website it has been notified and understands the applicable Service SKUs Additional Terms which have been referenced above. The Customer will monitor and ensure its own compliance with these Service SKUs Additional Terms. If the Customer does not conform with its actual usage of the Services to the Services that have been purchased when ordering under this Website within 15 days of receiving notice of a Discrepancy ("Discrepancy" means either Fronde or Google has discovered that the Customer has ordered fewer applicable Services SKUs than required to support its actual usage of the Services, or is using the Service SKUs in conflict with the Service SKU Additional Terms) by either Fronde or Google, the Customer will be required to (i) order the additional Services SKUs needed to support the Customer's actual usage of the Services and (ii) if the fees charged by Fronde were insufficient as a result of the Discrepancy, pay Fronde or Google (as specified by Fronde) an amount equal to such insufficiency in fees, prorated from the date of discovering party's notice of the Discrepancy through to the expiry date of the Order Term (as defined in the Google reseller agreement).
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Service SKUs Additional Terms - Tiered Domain Licencing: 
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The Customer will identify any End Users with Tiered Domain Licencing to Google by adding a customer-user attribute in ... called "GA-USER-TYPE” and setting the value of this attribute to “GSBasic”, “Deskless Worker”, “GSBus”, “Deskless GSBus”, “GSE”, and “Deskless GSE” as applicable for all End Users in the domain.

Other Product Terms

If you are ordering other products via the Website, you are also agreeing to comply with the relevant End User license terms for the products you are purchasing, as set out below or updated from time to time by the owner of the licence:

• Ping Identity Products: here
• Spanning: here
• AODocs: here
• CloudM: here