Effective: May 15, 2019
New Relic (“New Relic”, “we”, “our” or “us”) offers several types of paid Services subject to Supplemental Terms (“Commercial Services”). Customer (“Customer”, “your” or “your”) is the entity identified on the Order Form. The Terms of Service located at: https://newrelic.com/termsandconditions/terms along with these Supplemental Terms (“Supplemental Terms”) (altogether, the “Agreement”) contain the legal terms and conditions that govern your use of and access to the www.newrelic.com and any related sites (the “Site”) and our Agents, Software, Forums and User Content (all as defined below and collectively, the “Services”) (the Site and the Services are referred to collectively as the “New Relic Properties”). Capitalized terms not defined herein shall have the meaning given to them in the Terms of Service and/or applicable Order Form(s). Please review the Agreement carefully before using the Services.
1. Fees & Payments
1.1 Fees. Customer will pay all fees specified in your ordering or purchasing documents, which may include but are not limited to, an order form, email authorization or order submitted via our website (“Order Forms”), and authorizes New Relic to charge using Customer's selected payment method, for all applicable fees. Except as otherwise specified on the Order Form: (i) fees are quoted and payable in United States dollars; and (ii) fees are non-cancellable and non-refundable except as required by law. Customer is responsible for providing complete and accurate billing and contact information to New Relic. New Relic may degrade, suspend, or terminate the Services, in addition to other rights and remedies, if any fees are past due.
1.2 Invoicing. New Relic will invoice Customer in advance and otherwise in accordance with the Order Form(s). Unless otherwise stated in the Order Form, invoiced charges are due upon receipt.
1.3 Disputes. New Relic must receive written notice of any disputed charges or invoices from Customer within ten (10) business days of the invoice date. The dispute notice must in reasonable detail provide the information concerning the disputed charges or invoices.
1.4 Auto Renewal. UNLESS OTHERWISE AGREED IN WRITING, CUSTOMER'S ACCOUNT IS SET TO AUTO RENEW, AND NEW RELIC SHALL AUTOMATICALLY CHARGE CUSTOMER AT THE END OF THE TERM FOR THE RENEWAL FOR ADDITIONAL PERIODS EQUAL TO THE CURRENT SERVICES AND EXPIRING TERM, UNLESS EITHER PARTY GIVES NOTICE OF NON RENEWAL AT LEAST THIRTY (30) DAYS PRIOR TO EXPIRATION OF THE THEN-CURRENT TERM. The fees for any such renewal term shall be the same as that during the prior term unless New Relic has given the Customer notice of a fee increase, in which case the fee increase shall be effective upon renewal and thereafter. Any such fee increase shall not exceed more than a ten (10%) percent per unit increase from the fee level for the relevant Service in the immediately prior term, unless the fees in such prior term were designated in the relevant Order Form as discount, multi-year, one-time or promotional pricing.
1.5 Taxes. Customer is responsible for all taxes. New Relic will charge tax when legally required to do so. If Customer is exempted from applicable taxes, Customer must provide New Relic with an official exemption certificate or other appropriate documentation at the time of purchase.
1.6 Purchase Orders. If Customer requires the use of a purchase order or purchase order number, Customer must (i) provide the purchase order number at the time of purchase; and Customer agrees that any terms and conditions on a Customer purchase order or any other related documentation submitted by or on behalf of Customer will not apply to this Agreement and such purchase order terms are null and void.
2. Term & Termination
2.1 Term. The term of this Agreement shall remain in effect for the period specified in the Customer’s Order Form unless: (i) renewed in accordance with Section 1.4 above; or (ii) terminated earlier pursuant to this Section.
2.2 Termination for Breach. Either New Relic or Customer may terminate this Agreement if: (i) the other party is in material breach of the Agreement and fails to cure that breach within 30 days after receipt of written notice or (ii) the other party ceases its business operations or becomes subject to insolvency proceedings and the proceedings are not dismissed within 90 days.
2.3 Customer Termination. Customer can terminate your account either: (i) via your Service or (ii) notifying New Relic that you want to close your account for the Service. Your written termination notice should be sent to: email@example.com or New Relic’s address set forth in the Notice section of the Terms of Service. The termination notice will be deemed given when received by New Relic.
2.4 Early Termination/Downgrade/Decrease. Unless Customer’s Order Form states otherwise, you will be charged at the level and quantity of the Service ordered until the end of the then-current term.
2.5 Effects of Termination. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination of all Services also includes deletion of your password and all related information, files and data associated with or inside your account, including your Data. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve deletion of your Data associated therewith from our live databases. New Relic will not have any liability whatsoever to you for any suspension or termination, including for deletion of your Data.