VMware^® to Nutanix Migration Promotion

Customer Eligibility

The end customer seeking to take advantage of the VMware to Nutanix Migration Promotion (“Promotion”) must be a new end user to Nutanix and not have any Nutanix technology installed in their enterprise globally.​

Promotion Requirements

• End customer must have an active deal registration (A-######) submitted by your reseller and approved by Nutanix prior to the opportunity booking to be eligible. The deal registration cannot be expired.
• Minimum size of the subscription must be $300K USD in total software value to Nutanix.
• Subscription purchased must have a minimum term length of 36 months.
• Qualifying orders must be accepted by Nutanix in writing by July 31, 2024
• End customer must agree to be a public reference for Nutanix and submit a Customer Reference Consent Form.
• Qualifying orders must be booked and accepted by Nutanix between December 4, 2023 – July 31, 2024.

General Terms and Conditions

• The Promotion begins December 4, 2023 and ends July 31, 2024. (Nutanix reserves the right to modify or withdraw this Promotion at any time.)
• The deployment or migration services must be completed by a VMware to Nutanix Migration Services Authorized Partner (see partner locator) within 270 days of the order being accepted and processed by Nutanix recorded as the close date.
• Nutanix will apply a one-time Promotional discount to qualified subscription orders that equates to one (1) free year of Nutanix licensing up to $200K USD. (Discount does not establish any precedent for future opportunities or renewal subscription pricing).
• Nutanix will reimburse a VMware to Nutanix Migration Services Authorized Partner up to $15,000 USD for deployment or migration services they perform for the end customer deploying the new subscription(s).
• The discount is calculated based on an assumed average reseller buy price from your reseller for Nutanix branded software (TCV – Total Contract Value). Hardware value will not be included.
• Opportunities classified under the “Type” field in the Nutanix system, including Not for Resale (NFR) products, Support Renewals, Subscription Renewals, and Other Parts are not eligible.
• The order must include Nutanix software to be eligible. Nutanix Cloud Infrastructure-Data (NCI-D) is excluded from Promotion discount pricing. FY24 VMware to Nutanix Migration Promotion Updated: December 3, 2023 © 2023 Nutanix, Inc. All Rights Reserved.
• Deals with a single end user requiring multiple opportunities in the Nutanix system due to criteria including, but not limited to, multiple shipping locations or multiple solutions, will be considered a single deal and are subject to any caps outlined above.
• Opportunities where Nutanix software is sold and booked under our OEM vendors’ SKUs will not be eligible, but opportunities where Nutanix software only is purchased using Nutanix SKUs from Nutanix alongside the OEM’s hardware are eligible.
• Deals transacted directly by an OEM are not eligible.
• Decisions made by Nutanix regarding Promotion qualifications and amounts are made at Nutanix’s sole discretion and subject to change. The decision of Nutanix in relation to any aspect of this Promotion is final and binding.
• These Promotion terms are incorporated by reference into the applicable Nutanix partner agreement. To the extent there is a conflict between the terms of this Promotion and the Nutanix partner agreement, the partner agreement shall prevail.

Process for Promotional Discount

• Your reseller will submit a deal registration for your Nutanix opportunity. (Nutanix is not responsible for any delays or errors associated with the submissions.)
• The end customer must complete the Customer Reference Consent Form and meet all eligibility criteria outlined in Promotion Requirements above.
• Nutanix will confirm eligibility requirements have been met and apply the discount on the quote to the distributor. The distributor will pass through applicable discounting on their quote to the reseller with the approved deal registration so the discount can be provided to the end customer.

Compliance with Laws, Anti-corruption and Global Trade

End customer represents that it has not and will not violate any applicable laws in relation to the Promotion. Further, end customer represents and warrants that it has not and will not violate any applicable anticorruption law, including the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act, in relation to the Promotion. End customer represents and warrants that no entity has offered or provided anything of value to end customer’s employees to improperly influence this deal.

End customer represents and warrants that it has not and will not violate any applicable trade sanctions and import/export control laws and regulations of any country in relation to this Promotion. Any imposition of sanctions or export controls that prevents Nutanix from performing under this Promotion shall be considered Force Majeure.

Intellectual Property Rights

Nothing in this Promotion shall be construed as a grant to either party of any ownership or other interest in any copyrights, patents, trademarks, know-how, inventions, trade secrets and registrations and applications for the registration thereof (“Intellectual Property”) of the other.

Nutanix Privacy Statement

The Nutanix Privacy Statement applicable to this Promotion can be viewed at: https://www.nutanix.com/legal/privacy-statement. The statement describes the information that we gather FY24 VMware to Nutanix Migration Promotion Updated: December 3, 2023 © 2023 Nutanix, Inc. All Rights Reserved. from you in connection with our offerings, how we use and disclose such information, the steps we take to protect such information, and how you can exercise your data protection rights.

Conflict of Interest

By your participation in the above referenced Promotion, and by your acceptance of any funds, gifts, gratuities, rebates, prizes or any item of value commensurate with this Promotion, you represent, warrant and affirm to Nutanix that neither your organization or any person employed therewith is now or at any other applicable time engaged with the end customer in any type of consultative, fiduciary or advisory capacity concerning technology procurement, and further, neither your organization or any individual employed therewith has or shall at any applicable time received or will receive any monetary or other form of compensation from the end customer in exchange for any such aforementioned activity. You agree to fully indemnify and defend Nutanix, its agents, employees, officers and directors, against any claims, suits, expenses, fees, fines, liens or costs that any such person may incur as a result of any violation of this provision.

Limitation of Liability

Nutanix shall not be liable for any loss of profits or for special, consequential, incidental, indirect, reliance, punitive or exemplary damages, either in contract or tort, whether or not the possibility of such damages was disclosed to or could have been reasonably foreseen by Nutanix.

Force Majeure

Nutanix will not be liable for performance delays or for nonperformance due to causes beyond our reasonable control.

Taxes

Each party is responsible for its own income taxes or taxes based upon gross revenues, including, but not limited to, business and occupation taxes.

_{© 2023 Nutanix, Inc. All rights reserved. Nutanix and the Nutanix logo are trademarks of Nutanix, Inc. registered or pending registration in the United States and other countries. Nutanix, Inc. is not affiliated with VMware by Broadcom or Broadcom. VMware is a registered trademark of Broadcom in the United States and other territories. Other brand names are mentioned for information purposes only and may be the trademarks of their respective sources. Deployment and migration services are provided by Nutanix delivery partners.}