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HP Trade-in is a service provided to HP customers by Market Velocity, Inc. (MVI), an independent third party. Hewlett Packard (HP)
is not involved in the individual transaction between Market Velocity and HP customers. Any and all transactions conducted on this
site are solely the responsibility of Market Velocity and such visitors. By agreeing to these terms and conditions, you hereby release
HP and its respective directors, employees and agents from any disputes, claims, demands, and/or damages (actual or consequential) of
every kind, whether known or unknown, arising out of, or relating to, your use of Market Velocity services, including, without
limitation, uncompleted or completed transactions and any claims or disputes between you and Market Velocity.

The following terms and conditions apply to your use of the Market Velocity service sponsored by HP. If you have any questions, please
contact customer service.
Market Velocity may amend this site at any time by posting the amended terms on this site. Terms are effective immediately upon posting.
These terms and conditions may not be otherwise amended except in writing and signed by you and Market Velocity.

Program overview

The money distributed to the user for the trade-in ("Cash Back") may be referred to in individual program and promotion documents variously
as a "refund," "rebate," "trade-in allowance," "cash back," or other similar phrase.

Trade-in proof-of-ownership requirements

By agreeing to these program terms and conditions, you warrant that all trade-in equipment has been owned by the end-user for at least
one year and has been used in the end-user's business in the previous year. Such equipment or the sale and shipment of such equipment
must not violate any applicable laws, statutes, ordinances or regulations, including export laws. You are responsible for complying with
any and all such laws. Any equipment you seek to sell using Market Velocity services: (1) shall not infringe on third-party intellectual
property rights (including copyright, trademarks, patent, trade secrets or other proprietary rights; (2) shall not be counterfeit, stolen,
or fraudulent.

Program rules and requirements

- The Hewlett-Packard ("HP") ProLiant Trade-In Program is available to US and Canadian commercial customers (end-users and HP authorized
resellers, only) buying eligible new ProLiant servers and their related primary hardware.
- Hewlett-Packard Company, HP and Hewlett-Packard Industry Standard Server organization reserve the right to alter or withdraw this
program at any time.
- A quantity of trade-in servers greater than the quantity of new purchase servers may require advance approval from the HP Program Administrator. The new purchase quantity must be agreed upon by both HP ProLiant Trade-In Program and customer upon submittal of quote request for acceptance.
- Trade-in cash back amounts may be subject to a maximum trade-in cash back cap based on specific product
model and part number information. Contact HP Program Administrator for maximum dollar cash back caps.
- Prices used for calculation are HP Direct Internet List Prices; reseller and retailer prices may vary. Prices shown are subject to
change and do not include applicable state and local sales taxes or shipping & handling charges to recipient's destination.
-
The following new purchased products are NOT eligible in this program and, therefore, will not be used in the calculation of trade-in
amounts
- Evaluation, Demo or used/excess/refurbished products
- Consumable supplies
- Line-item software
- Services
- Third-party products
- Most models and manufacturers (HP and competitors) of Intel/AMD based servers are eligible for trade-in. Information regarding
trade-in products are provided in the program details and are subject to change at the discretion of Hewlett-Packard.
- Please visit the website for a current listing of eligible HP internal server options for this trade-in program. This listing of
eligible HP internal server options is subject to change without notice.
- Only one cash back amount may be claimed per new product purchase by either the end-user or the HP authorized reseller, but not both.
The company accepting these program Terms and Conditions must be the one making the trade-in cash back claim and is the "Cash Back
designee". The trade-in cash back check will be made out to the Cash Back Designee, only.
- In the case of a customer purchase of new qualified servers and internal server options directly from Hewlett-Packard
Company or an Authorized Reseller, only a dated itemized sales invoice made out to the customer for the new qualified servers and internal
server options purchased in the United States or Canada will be accepted as proof of purchase and will be used in determining the trade-in
amount. In the case of a lease from Hewlett-Packard Financial Services Company of the new qualified servers and internal server options,
the reseller sales invoice made out to Hewlett-Packard Financial Services Company will be used in determining the trade-in
amount. Trade-in cash back amounts will be based upon the customer invoice sales price of the qualified HP ProLiant server's base
configuration and qualified internal server options only and are subject to maximum trade-in caps. Third-party server options will not be
used in calculating trade-in amounts. Any shipping charges, taxes, configuration and/or installation charges, software costs, promotional
discounts, or other miscellaneous costs will not be taken into account in determining the trade-in amount.
- Trade-in amounts will be provided when customers purchase their new qualified server and qualified internal server options from an
Authorized Reseller, directly from Hewlett-Packard Company, or lease their new qualified server and qualified internal server options from
Hewlett-Packard Financial Services Company. Trade-in amounts will not be paid to customers who lease their new qualified server and
qualified internal server options with a leasing company other than HPFS.
- Hewlett-Packard will not be responsible for trade-in payments that are delayed due to product availability.
- Non-compliance with the program guidelines and requirements may result in, but is not limited to, non-eligibility for the program.

Combining with special pricing or other promotions:

- The HP ProLiant Trade-In Program may be combined with HP contract discounts including Big Deal pricing.
- The HP ProLiant Trade-In Program may NOT be combined with cash back or rebate offers or other promotions unless explicitly specified in that
program or promotion or approved by an HP Sales Development manager.

Trade-in proof-of-ownership:

All trade-in equipment must have been originally purchased and currently located in the United States or Canada. The Customer must represent
that it holds free and clear title to the equipment. The Customer must have used the server for its own business purposes and be the original
warranty holder and not a leasing company, brokerage house or agent thereof.

Program steps and timing:

- A trade-in cash back quote
is only obtained when the end-user or HP authorized reseller (whichever is the "Cash Back Designee") registers online and submits all
required information. At that time a quote number is assigned via an email from MVI.
- Your quote and confirmation email will outline your trade-in cash back amount along with instructions on how to accept the quote and
execute the trade. You will have 30 days to accept or reject the quote. If you do not contact Trade-In Headquarters within 30 days, your
quote will automatically be cancelled.
- If you accept the quote, complete the End User Information provided in the quote and confirmation email. Fax a copy of the signed form
to 770-925-9064, Attn: HP ProLiant Trade-In Manual Quotes Processing. This must be received within 30 days of receipt of the quote and
confirmation email.
- Purchase or lease your new qualified HP Proliant server with qualified options. Product must be purchased no earlier than 30 days
before and no later than 90 days after the quote and confirmation email date.
- Within 90 days of receiving the quote and confirmation email, please fax a copy of the Invoice(s) confirming your new server purchase
to 770-925-9064, Attn: HP ProLiant Trade-In Manual
Quotes Processing. If your trade-in is an HP e3000, please include a signed copy of the Software License Transfer (SLT). For Software
License Transfer (SLT) forms and assistance please visit
http://www.hp.com/go/slt
or call (408) 447-4185. Trade-In Headquarters will contact you to coordinate pickup of trade-in equipment and pickup must be executed within
90 days from issuance of the trade-in quote.
- Once the equipment is received, it will be inspected to see that it is in good working order. A physical inventory will also be
performed and the results compared to the product information that was provided.
- If there are no discrepancies and the equipment meets program eligibility standards, a cash back check will be issued within 45 days
upon receipt of the returned equipment. The cash back check amount will reflect the agreed upon cash back amount outlined in the quote and
confirmation email and will be sent to you or your HP authorized reseller.

Trade-in pickup and delivery:

- The customer is required to prepare the trade-in for shipment. This includes securing the trade-in equipment either in boxes or on pallets (as directed by Trade-In Headquarters) for pick-up at a loading dock by our designated delivery carrier.
The customer must complete de-installation of the used equipment or de-installation services may be purchased from HP. Before you
ship your product, Market Velocity strongly recommends that you back up your data and then erase the data from your hard drive. Any
files or data left on your system may be accessible to others if the data is not erased.
- HP will pay the trade-in shipping costs - subject to 1. above (quantity limits may apply).
- The trade-in products must be located in the U.S. or Canada.
- Partial returns invalidate the quoted trade-in cash back amount. Hewlett-Packard will not be required to honor quoted trade-in cash
back amounts on equipment that is returned beyond the date specified on the Trade-In Agreement.

Receipt and validation of trade-ins by MVI:
- HP/MVI shall not be responsible for the loss, safekeeping, or maintenance in confidence of any data resident on the trade-in products.
- The trade-in product serial number, model number, its configuration and condition must match what was provided to MVI according to the Trade-In
Program instructions. If they do not match, MVI reserves the right to recalculate the trade-in cash back quote value or return the trade-in product,
if possible. If the product is returned, the Cash Back Designee will be responsible for any and all associated shipping costs.
- The trade-in products must be complete and in good working condition. "Complete" means that the trade-in products will include, at a
minimum, all hardware, software and component parts and copies of all applicable license(s) needed for the trade-in products to execute a POST (Power On Self Test).
"Good working condition" means that, at a minimum, all parts of the trade-in products will operate in accordance with their specifications.
- Upon receipt and prior to issuance of any cash back, all trade-in products are subject to inspection and acceptance by MVI per sections (2) and
(3). If trade-in products are not delivered to MVI within the timeframe as set forth above, or are not delivered to MVI "Complete" and in
"good working condition" as defined above, MVI reserves the right to recalculate the trade-in cash back value or return the trade-in
product to the customer, if possible. If the product is returned to the customer, the Cash Back Designee will be responsible for any and all
associated shipping costs.
- The end-user and HP authorized reseller (if the reseller is the Cash Back Designee) each warrants that the trade-in products are free of any
liens or encumbrances, including third-party software which may not be transferred or for which royalties are due. The end-user and HP authorized
reseller each shall indemnify MVI from all claims or losses sustained by MVI as a result of any breach of this warranty.
- Risk of loss for the trade-in products shall remain with the end-user or HP authorized reseller (as determined between end-user and
HP authorized reseller) until delivery of the same to HP's designated carrier.
- The delivery of the trade-in products to HP's carrier shall be final and effective to transfer title of such products to MVI free and
clear of all liens and other encumbrances. No trade-in products or any part thereof will be returned to the customer.
- Title of the trade-in product passes at the earlier of either the Cash Back Designee receiving the trade-in cash back or HP's carrier
has picked up the trade-in product.

Upgrade to BladeSystem Trade-In Promotion (Canada only):

-
The Upgrade to BladeSystem Trade-In Promotion is valid from November 1, 2009 - April 30, 2010.
-
In order to qualify for trade-in cash back on select HP BladeSystem c-Class enclosures and interconnect products, users must meet the HP ProLiant Trade-In terms and conditions listed above with the purchase of qualifying new c-Class Blade servers.
-
Additional cash back for the Upgrade to BladeSystem Trade-In Promotion will not be shown via the online quote tool. Values will be added after your quote is submitted for review. Users may not qualify for the entire trade-in cash back amount depending on channel, contract, Big Deal or other discounts from HP. An analysis will be performed by the HP Program Administrator and the eligible amount will be included in the trade-in quote and confirmation email.

Transmission errors: MVI makes every effort to ensure the accuracy of all information that you receive in
relation to your trade-in product. In the event of typographical errors, technical inaccuracies, or product pricing errors or omissions,
MVI reserves the right to correct the error within seven calendar days of the trade. If MVI corrects the error, MVI will provide you with
the following options: (1) to proceed with the transaction based on the corrected information; or (2) to cancel your transaction, in which
case MVI will promptly send the trade-in product back (if possible) or replace it with like product (i.e., similar make, model and
condition).

Fraudulent claims:
Submitting false claims for program benefits will disqualify end-user's or HP authorized reseller's claim, make end-user or HP
authorized reseller ineligible for future participation in HP promotional programs, and may subject end-user or HP authorized reseller
to civil liability or criminal prosecution.

Program changes or termination:
This program is subject to change or termination at any time, without notice, by Hewlett-Packard Company. All trade-in transactions are
subject to the approval of Hewlett-Packard.

These terms and conditions are governed by and construed in accordance with Georgia law, and no conflict of laws provisions of any jurisdiction will apply to these terms and conditions. By agreeing to these terms and conditions, you agree that any action at law or in equity arising out of or relating to these terms and conditions will be filed only in state or federal court located in Atlanta, Georgia, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these terms and conditions.
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