Welcome to
Alaris Partner Portal

Welcome!

Alaris (EMEA) Partner Programme General Terms and Conditions

A. MEMBERSHIP GENERALLY

  1. Kodak Alaris Limited and their affiliates (collectively, “Alaris”) offer certain Alaris Partner Programmes (each a “Programme” and, collectively, the “Programmes”) as set out in the Alaris (EMEA) Partner Portal (the “Portal”) to qualifying channel partners in certain countries and their employees (each a “Member”, and collectively, “Members”). These Alaris (EMEA) Partner Program General Terms and Conditions (these “General Terms and Conditions”) govern Members’s relationships with Alaris and their participation in the Programmes. Membership in the Programmes is subject to these General Terms and Conditions and any specific terms and conditions relating to a particular Programme (the “Programme Terms”), as well as the Alaris (EMEA) Partner Portal Terms of Use (the “Portal Terms of Use”). These General Terms and Conditions, together with the Programme Terms and the Portal Terms of Use, supersede all applicable previous agreements or terms and conditions, including any previously offered comparable programmes, whether offered as part of a similar scheme or as documented in a written contract.
  2. By opening an account in the Portal (an “Account”), and by using the Account to participate in any of the applicable Programmes, Member agrees that:
    1. a. it has read, understood and accepted these General Terms and Conditions; and
    2. b. it consents to Alaris’s processing and use of data that is personal to it, including disclosure to third parties, in accordance with the Kodak Alaris Privacy Policy found at: https://www.kodakalaris.com/privacy-policy.
  3. Alaris has the right to change, limit, modify or cancel these General Terms and Conditions, Programme Terms or any Programme, and/or pricing of Alaris products at any time, with or without notice, including but not limited to making changes to the Membership Levels (as defined below), pricing of Alaris products or other details related to each Programme, regardless of whether such changes affect the availability of Programmes, discounts, rebates, incentives or other benefits thereof, or the ability of Members to participate in the Programmes, directly or indirectly. Alaris may, amongst other things, at any time and without notice: (i) withdraw, limit, modify or cancel any Programme; (b) change Programme benefits, conditions of participation, eligibility requirements and thresholds; or (c) otherwise modify the Program Terms.
  4. Alaris reserves the right to reject applications to become a Member, to revoke, cancel, change or suspend Member account or take other action at its discretion, at any time with immediate effect and without notice or liability to any Member, if: (a) Alaris believes the Member has (1) violated any of these General Terms and Conditions or any Programme Terms, (ii) failed to pay any invoices or accounts due to Alaris, (iii) acted in a manner inconsistent with applicable law, regulations or ordinances, (iv) engaged in any misconduct or wrongdoing in connection with the Programmes, including without limitation any Member benefits, or (v) engaged in abusive, fraudulent, inappropriate, or hostile conduct in connection with the Programmes, or Alaris or its employees; or (b) Alaris’s provision of the Programmes and/or any associated benefits to a Member may violate any applicable laws to which Alaris is subject from time to time.
  5. Nothing in these General Terms and Conditions or Programme Terms will limit Alaris from exercising any legal rights or remedies that it may have.
  6. Membership and participation in the Programmes are automatically void where prohibited by applicable law.
  7. Members may be provided with the ability to use usernames, passwords, or other codes or devices (“Access Codes”) to gain access to restricted portions of the Portal. The content contained in such restricted areas is confidential to Alaris, and is provided to the Member for his or her personal use only. Alaris reserves the right to prohibit the use of such Access Codes by the Member or on his or her behalf by third parties where Alaris determines that such use interferes with the Portals’ operation or results in commercial benefits for other entities to Alaris’s detriment.
  8. If more than one Account is assigned to a Member, such Member will only receive benefits for one Account. Duplicate Membership Accounts will be cancelled.
  9. From time to time, the Member will provide certain information to Alaris via the Portal, including but not limited to information in connection with creating an Account and registering potential deals. Such information is processed in Alaris’s and it suppliers’ computer systems both in the country where the information has been collected and in the United States. Communication of relevant information is required to administer the Programmes and provide the Member with the opportunity to maximize the benefits of Membership. Alaris will only disclose Member information to: (i) the Kodak Alaris group of companies; (ii) Alaris third party suppliers in connection with the provision of the Portal; (iii) person(s) authorised by the Member; franchisees, fulfilment houses, email service providers and mail houses that process mail for such entities; and (iv) marketing companies that provide services to the Kodak Alaris group of companies, in each case for the following purposes: (i)) in order to better service the Membership Account and preferences by keeping the Member informed of Account status and activities through printed or electronic statements; (ii) to assess entitlement to benefits; (iii) to collect and process Member charges incurred in Alaris facilities; (iv) to offer the Member additional products and services; and (v) to send periodic satisfaction or market research surveys. In choosing to become a Member, the Member consents to receive all of the kinds of information described above. However, Member will be given the opportunity to define and modify mailing preferences.
  10. Alaris has the sole discretion to interpret and apply these General Terms and Conditions and any Programme Terms, and all questions or disputes regarding these General Terms and Conditions or any Programme Terms will be resolved by Alaris in its sole discretion.
  11. 11. BY CREATING AN ACCOUNT AND/OR PARTICIPATING IN ANY PROGRAMME, THE MEMBER AGREES THAT ALARIS AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND AGENTS (COLLECTIVELY, THE “RELEASED PARTIES”) WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER FOR, AND SHALL BE INDEMNIFIED AND HELD HARMLESS BY MEMBERS AGAINST, ANY LIABILITY FOR ANY INJURIES, LOSSES OR DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE OR EXEMPLARY DAMAGES) TO PERSONS, INCLUDING PERSONAL INJURY OR DEATH, OR PROPERTY ARISING IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, FROM THE CREATION OF AN ACCOUNT, PARTICIPATION IN ANY PROGRAMME, AND/OR THE ACCEPTANCE, POSSESSION, MISUSE OR USE OF ANY BENEFIT DERIVED FROM MEMBERSHIP. IN NO EVENT SHALL THE RELEASED PARTIES BE LIABLE TO MEMBER FOR ANY DELAY IN OR FAILURE TO PERFORM DUE TO CAUSES BEYOND OUR CONTROL, INCLUDING, WITHOUT LIMITATION, ANY ACT OF GOD, ACT OF WAR, NATURAL DISASTER, WEATHER, TERRORISM, OR ANY ACT OR OMISSION OF A THIRD PARTY.

    WITHOUT LIMITING THE FOREGOING, EXCEPT AS SPECIFICALLY PROVIDED OTHERWISE IN THESE GENERAL TERMS AND CONDITIONS, ALL INFORMATION, DOCUMENTS AND MATERIALS REGARDING OR IN CONNECTION WITH THE PROGRAMMES, INCLUDING THE PORTAL AND ANY MARKETING MATERIALS, ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. SOME JURISDICTIONS MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OR EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY.

    THIS SECTION WILL SURVIVE TERMINATION OF MEMBER’S PARTICIPATION IN THE PROGRAMME AND THE CLOSURE OF MEMBER ACCOUNTS.

  12. In the event of any inconsistency between these General Terms and Conditions and any Programme Terms, these General Terms and Conditions shall prevail.
  13. These General Terms and Conditions constitute the entire agreement between Member and Alaris in relation to Member’s use of the Portal and registration and creation of an Account.
  14. All disputes, claims and legal proceedings directly or indirectly arising out of these General Terms and Conditions or any Programme Terms shall be subject to English law, without regard to any conflicts of law principles that would result in the application of the law of any other jurisdiction and shall be exclusively settled by the courts of England and Wales.

B. CONDITIONS OF ENROLMENT

  1. Employees and contractors of Alaris, and their respective family members, are ineligible to participate in the Programmes.
  2. Government employees, and officials, as well as any other individual acting for or on behalf of a government agency or departments are not eligible to participate in the Programmes, including participation in any Rewarding Event.
  3. Members are responsible for complying with any law in the applicable jurisdiction in connection with such Member’s participation in any of the Programmes.

C. MEMBERSHIP LEVELS

  1. A Member may attain different membership statuses (“Membership Levels”) depending on the Member’s activities as a channel partner of Alaris. Thresholds to enable a Member to qualify for a specific Membership Level, and corresponding benefits, are detailed below.
    1. Registered Members. Status as a Registered Member is the base Membership Level for Members. To become a Registered Member, a Member must simply create an Account on the Portal.
    2. Premier Members. Status as a Premier Member requires a Member that is a Registered Member to: (i) reach the Premier Threshold (see applicable details for particular countries in the “Sales Threshold” section) during the then-current calendar year and register the applicable sales in the Portal; (ii) employ at least one Alaris-certified sales representative; (iii) register with Alaris a business plan, which shall be approved by Alaris in its sole discretion (collectively referred to herein as the “Premier Member Eligibility Requirements”);
    3. Elite Members. Status as an Elite Member requires a Member that is a Premier Member to: (i) reach the Elite Threshold (see applicable details for particular countries in the “Sales Threshold” section) during the then-current calendar year and register the applicable sales in the Portal; (ii) employ at least two Alaris-certified sales representatives; (iii) register and agree with Alaris a marketing plan, which shall be approved by Alaris in its sole discretion; (iv) register with Alaris a business plan including a quarterly target, which shall be approved by Alaris in its sole discretion; and (v) participate in quarterly meetings with the applicable Alaris local sales contact (collectively referred to herein as the “Elite Member Eligibility Requirements”).
    4. Authorised Distributors. Status as an Authorised Distributor requires a Member to have (i) created an Account on the Portal; and (ii) have entered into a separate written Distribution Agreement with Alaris.
  2. Once a Member reaches a specific Membership Level, such Member will receive the benefits that are applicable to it at that time. Such benefits will initially be available to the Member for the remainder of the then-current calendar year and the next calendar year (the “Initial Membership Term”).
  3. On January 1st of each year after the Initial Membership Term, the Membership Level for each Members will be reviewed. If a Member has failed to maintain eligibility requirements, such Member’s Membership Level will be downgraded to the appropriate Membership Level status achieved by the Member. If a Member’s Membership Level is downgraded, the benefits associated with the previously obtained Membership Level will no longer be available until the Member once again meets the criteria required for a specific Membership Level.
  4. Following the Initial Membership Term, in order to maintain a Membership Level for any subsequent calendar year, such Member must meet the applicable requirements for the Membership Level as discussed below:
    1. To maintain the Premier Membership Level for a calendar year subsequent to the Initial Membership Term, a Member must continue to meet the Premier Member Eligibility Requirements for the immediately preceding calendar year. For example, if a Member obtains the Premier Membership Level in June 2017, the Initial Membership Term shall expire on December 31, 2018. In order to maintain the Membership Level for calendar year 2019, such Member must have met the Premier Member Eligibility Requirements during 2018. If a Premier Member does not meet the Premier Member Eligibility Requirements in accordance with the above in a given calendar year, the Member will be downgraded from Premier Membership Level to Registered Membership Level for the subsequent calendar year.
    2. To maintain the Elite Membership Level for a calendar year subsequent to the Initial Membership Term, a Member must continue to meet the Elite Member Eligibility Requirements for the immediately preceding calendar year. For example, if a Member obtains the Elite Membership Level in June 2017, the Initial Membership Term shall expire on December 31, 2018. In order to maintain the Membership Level for calendar year 2019, the Member must have met the Elite Member Eligibility Requirements during 2018. If an Elite Member does not meet the Elite Member Eligibility Requirements in accordance with the above in a given calendar year, but does meet the Premier Membership Eligibility Requirements, the Member will be downgraded from Elite Membership Level to Premier Membership Level for the subsequent calendar year. However, if an Elite Member does not meet the Premier Member Eligibility Requirements in accordance with the above in a given calendar year, the Member will be downgraded from Elite Membership Level to Registered Membership Level.
  5. 5. The benefits applicable to each Membership Level are set forth below. Members should contact their Alaris sales or marketing contact with any questions.
Membership Benefits Authorised Distributor Reseller Membership Levels
Registered Premier Elite
Deal support:
Deal Registration
Special pricing request
 
X
X
 
X
X
 
X
X
 
X
X
Incentives & Promotions
Partner Rebates
Partner Rewards
Promotions
 
X
 
 
 
 
X
X
 
XX
X
X
 
XXX
X
X
Leads Eligible*   X X
Sales & Marketing Tools:
Training
Sales tools
Co-branded
Co-Email
Competitive Crush
 
X
X
X
X
Eligible**
 
X
X
X
X
 
 
X
X
X
X
X**
 
X
X
X
X
X**
Others:
Logo usage
Membership plaque
 
X
 
 
X
 
 
X
 
 
X
X
Support:
Demo Pricing
Evaluation Units
 
X
X
 
X
 
 
X
X
 
X
X
Business Development:
MDF (Based on Joint Marketing Plan)
 
X
 
 
 
Eligible***
 
X
Dedicated Account Manager X     X
Customised marketing
(special programs, tools, material)
X   Eligible**** X
Participation in advisory councils, portfolio development process and exclusive events       X

* Authorised Distributor are eligible to receive Marketing Leads based on agreed joint program linked to their business plan and or Marketing plan.
**Authorised Distributor are eligible to get access to some Kodak Alaris Information management internal competitive analysis. Information which cannot be published or used externally. Kodak Alaris will not take any responsibilities if such information should be shared by the distributor or the reseller and challenges by the competition.
*** Premier Members are eligible to receive marketing funds. Marketing funds will only be allocated to the Member if a marketing plan is submitted via the Portal and accepted by Alaris.
**** Premier Members are eligible to ask for customised marketing support but should be linked to their marketing plan

D. SALES THRESHOLDS

The applicable sales thresholds with respect to the Membership Level eligibility criteria are as follows:

  Eastern Europe countries, Poland and Baltic countries UAE, KSA, Bahrain, Qatar, Kuwait, Oman South Africa Jordan, Lebanon, Egypt, Iraq, Turkey, Nigeria, Morocco, Algeria, Tunisia, Kenya, Tanzania, Uganda, Rwanda, Russia France & Benelux Italy, Portugal & Spain Germany Austria & Switzerland UK & Nordic countries
Premier Threshold 50 k€ 75 k$ 50 k$ 40 k$ 150 k€ 60 k€ 100 k€ 50 k€ 50 k£
Elite Threshold 100 k€ 150 k$ 100 k$ 80 k$ 250 k€ 120 k€ 200 k€ 100 k€ 100 k£

The above sales thresholds are based on list price. For the purposes of calculation of the thresholds above, a Member need only to register the Alaris Products purchased. The Portal will automatically aggregate all such sales for purposes of calculating the thresholds, as well as any rebates and rewards a Member is eligible to receive in accordance with the terms of any applicable Programme.

E. SPECIFIC PROGRAMME TERMS

  1. From time to time and at Alaris’s sole discretion, Alaris may offer certain Programmes to its Members. Such Programmes include, but are not limited to, discounts, rebates and deal-specific pricing. Each Programme is governed by the applicable Programme Terms, which include specific guidelines including eligible products, qualifying sales, and applicable discounts and rebates. These General Terms and Conditions apply to all Programmes, as well as use of the Portal, and together with the applicable Programme Terms govern all Programmes between Alaris and Member. Participation in Programmes is also subject to all other applicable rules, regulations, policies and procedures that Alaris may, in its sole discretion, adopt from time to time. In the event of any inconsistency or conflict between these General Terms and Conditions, applicable Programme Terms and/or the Portal Terms of Use, the order of precedence shall be: (i) these General Terms and Conditions, then (ii) applicable Programme Terms, then (iii) the Portal Terms of Use.
  2. Alaris has the right to amend any Programme Terms, or terminate any or all of the Programmes in their entirety, at any time with immediate effect and without notice.