Last Updated: April 10, 2025
These Splunk General Terms (“General Terms”) between Splunk LLC, a Delaware limited liability company, with its office at 3098 Olsen Drive, San Jose, California 95128, U.S.A (“Splunk” or “we” or “us” or “our”) and you (“Customer” or “you” or “your”) govern your acquisition, access to, and use of Splunk’s Offerings, regardless of how accessed or acquired, whether directly from us or from another Approved Source. By clicking on the appropriate button, or by downloading, installing, accessing or using the Offerings, you agree to these General Terms. If you are entering into these General Terms on behalf of Customer, you represent that you have the authority to bind Customer. If you do not agree to these General Terms, or if you are not authorized to accept the General Terms on behalf of the Customer, do not download, install, access, or use any of the Offerings.
Capitalized terms are defined in the Definitions section below.
If you are a United States state or local government entity, including a public institute of higher education, see the UNITED STATES STATE & LOCAL GOVERNMENT LAW EXHIBIT TO SPLUNK GENERAL TERMS attached which supersedes or modifies terms found elsewhere in these General Terms (including sections 14, 20, 21, and 23).
Trials and Evaluations. We may make certain Trial Offerings available to you under these General Terms. After the Term for the Trial Offering expires, you may continue to use that Offering only subject to payment of applicable Fees.
Beta Offerings. We may make certain Beta Offerings available to you under these General Terms. Your Use Rights in any Beta Offering are further limited to your use solely for internal testing and evaluation of that Beta Offering during the period specified with the Beta Offering, and if no period is specified, then for the earlier of one year from the Beta Offering start date or when that version of the Beta Offering becomes generally available. We may discontinue a Beta Offering at any time and may decide not to make a Beta Offering or any of its features or functionality generally available.
Test and Development Offerings. For Offerings identified as “Test and Development” on the Order, your Use Rights are further limited to your use of those Offerings on a non-production system for non-production uses only, including product migration testing or pre-production staging, or testing new data sources, types, or use cases.
Free Offerings. We may make certain Offerings available for full use (i.e., not subject to limited evaluation purposes) at no charge under these General Terms. These free Offerings may have limited features, functions, and other technical Use Rights limitations.
Limitations and Termination. Despite anything to the contrary in these General Terms, and unless otherwise stated in the Order or required by law, Trial Offerings, Beta Offerings, Test and Development and any free Offerings are provided "AS-IS" without any indemnification, warranties, maintenance, support or service level commitments. Unless otherwise stated in the Order, we reserve the right to terminate any Offering in this section 1.4 at any time without prior notice and without any liability.
You may permit your Third Party Providers to access and use the Offerings on your behalf, provided that: (i) such access and use will at all times be subject to these General Terms and any applicable Order; (ii) you will ensure these Third Party Providers comply with these General Terms and any applicable Order; (iii) you are liable for any action or omission of any Third Party Provider if that action or omission would constitute a breach of these General Terms or any Order if done by you; and (iv) the aggregate use by you and all of your Third Party Providers must not exceed the Capacity.
We will follow globally recognized data protection principles for the processing of personal data as described in the applicable data processing addendum at https://www.splunk.com/en_us/legal/splunk-dpa.html (which is incorporated by reference). If we have a separately executed a data processing addendum between us covering the same scope, it will apply instead of any data processing addendum posted online.
The specific Support Program included with an Offering will be identified in the Order. We will provide the purchased level of support and maintenance services for an Offering in accordance with the Support Terms effective on the Delivery of that Offering.
We offer additional services to configure and implement your Offering (“C&I Services”). These C&I Services are purchased under a Statement of Work and are subject to payment of applicable Fees. We provide C&I Services in accordance with our standard C&I Services terms at https://www.splunk.com/en_us/legal/professional-services-agreement.html, effective on the start date of the Statement of Work.
We collect and process Usage Data as set out in Splunk's Privacy Statement at https://www.splunk.com/en_us/legal/privacy/privacy-policy.html. Usage Data does not include Customer Content and will be kept confidential.
Certain Offerings may contain Open Source Software. In the applicable Documentation, we make available a list of Open Source Software and applicable licenses incorporated in our On-Premises Products to the extent required by the respective Open Source Software licenses. Any Open Source Software that is delivered as part of your Offering and which may not be removed or used separately from the Offering is covered by the warranty, support and indemnification provisions applicable to the Offering, but only to the extent that Open Source Software is used as intended with the Offering. Some of the Open Source Software may have additional terms that apply to the use of the Offering (e.g., the obligation for us to provide attribution of the specific licensor), and those terms will be included in the Documentation. However, those terms will not: (i) impose any additional restrictions on your use of the Offering; or (ii) negate or amend our responsibilities with respect to the Offering.
Each party’s aggregate liability, together with any of its Affiliates, arising out of or related to these General Terms will not, in any event, exceed the total amount paid by you for the affected Offering in the 12 months preceding the first incident out of which the liability arose. This liability cap does not limit: (i) your obligations under the “Payment” section above; (ii) your rights to any service level credits under any applicable Service Level Schedule; and (iii) our right to recover amounts for your use of an Offering in excess of the Capacity purchased or outside of your Internal Business Purpose.
In no event will either party or its Affiliates have any liability arising out of or related to these General Terms for any lost profits, revenues, goodwill, or indirect, special, incidental, consequential, cover, business interruption or punitive damages.
The limitations above apply whether the action is in contract or tort and regardless of the theory of liability, even if a party or its Affiliates have been advised of the possibility of such damages or if a party’s or its Affiliates’ remedy otherwise fails of its essential purpose.
The limitations above do not apply to your violation of the Use Rights limits in section 1.2 or either party’s: (a) infringement of the Intellectual Property Rights; (b) indemnification obligations; or (c) fraud, gross negligence or willful misconduct.
The limitations in this section do not apply to the extent prohibited by law. Some jurisdictions do not allow certain damages to be excluded or limited. To the extent such a law applies to you, some or all of the exclusions or limitations above may not apply to you, and you may have additional rights.
From time to time, we may update or modify our Offerings and policies with prospective effect, provided that such change or modification: (i) applies to all our customers generally; (ii) does not impose additional fees or restrictions on your use of the Offering during the Term; (iii) does not override or supersede the risk allocation between us under these General Terms, including without limitation the terms under sections 20 (Limitation of Liability) and 21 (Indemnity); and (iv) does not materially reduce the security protections or overall functionality of the applicable Offering during the Term.
These General Terms will be governed by and construed in accordance with the laws of the State of California, as if performed wholly within the state and without giving effect to the principles of conflict of law. Any legal action or proceeding arising under these General Terms will be brought exclusively in the federal or state courts located in the Northern District of California and the parties consent to that venue and personal jurisdiction. We may seek injunctive or other relief in any state, federal, or national court of competent jurisdiction for any actual or alleged: (i) breach of confidentiality obligations; (ii) infringement of intellectual property or other proprietary rights of Splunk, our Affiliates or any third party; or (iii) violations of the Use Rights limits in section 1.2. You agree that such breach, infringement or violation likely causes irreparable harm. Neither the Uniform Computer Information Transactions Act nor the United Nations Convention for the International Sale of Goods will apply to these General Terms.
Subject to your prior approval, we may add your name to our customer list, identify you as our customer on our websites and publicly use your name in connection with our marketing activities (e.g., press releases). Nothing in these General Terms gives you a right to use Splunk’s name, logo, or marks for any reason.
Term | Meaning |
Affiliate | A corporation, partnership or other entity controlling, controlled by, or under common control with such party, but only so long as such control continues to exist. For purposes of this definition, “control” means ownership, directly or indirectly, of greater than 50% of the voting rights in such entity or, in the case of a noncorporate entity, equivalent rights. |
Approved Source | Splunk LLC, a Splunk Affiliate Distributor, our authorized reseller, our authorized platform or repository, or a Digital Marketplace. |
AWS | Amazon Web Services |
Beta Offering | Offerings or features of our Offerings we make available as a preview, beta, or other pre-release version. |
Capacity | Measurement of usage of an Offering (e.g., aggregate daily volume of data indexed, number of search and compute units, virtual CPUs, use cases, or storage capacity), as stated in the Order or, if there is no Order, then in the Offering materials. The Capacities for each of our Offerings are at https://www.splunk.com/en_us/legal/licensed-capacity.html. |
C&I Services | As set out in section 8. |
Confidential Information | All non-public information disclosed by a party to the other party, whether orally or in writing, that is designated as “confidential” or that, given the nature of the information or circumstances surrounding its disclosure, should reasonably be understood to be confidential. However, “Confidential Information” does not include any information that: (i) is or becomes generally known to the public without breach of any obligation owed to the disclosing party; (ii) was known to the receiving party prior to its disclosure by the disclosing party without breach of any obligation owed to the disclosing party; (iii) is received from a third party without breach of any obligation owed to the disclosing party; or (iv) was independently developed by the receiving party. |
Content Subscription | Your right to receive content applicable to an Offering (e.g., models, templates, searches, playbooks, rules and configurations, as described in the Documentation) on a periodic basis over the Term. Content Subscriptions are provided as an add-on service and are identified in the Order. |
Customer Claim | As set out in section 21.1. |
Customer Content | Any data in an Offering that has been ingested by you or on your behalf from your internal data sources. |
Delivery | The date of our initial delivery of the license key for the Offering or, for Hosted Services, the date we make the Offering available to you for access and use. |
Digital Marketplace | An online or electronic marketplace operated or controlled by a third party where we have authorized the marketing and distribution of our Offerings. |
Documentation | Online user guides, documentation and help and training materials published on our website (such as at https://docs.splunk.com/Documentation) or accessible through the Offering, as may be updated by us from time to time. |
Enhancement | Updates, upgrades, fixes, enhancements, or modifications to an Offering made generally commercially available by us to our customers under the Support Terms. |
Export Laws | As set out in section 14.4. |
Extension | Any separately downloadable or accessible configuration file, add-on, plug-in, example module, command, function, playbook, content, or application that extends the features or functionality of the applicable Offering. |
Feedback | Ideas for improvement, suggestions and other feedback you provide to us in connection with an Offering. |
Fees | Fees that are applicable to an Offering, as identified in the Order. |
HIPAA | The Health Insurance Portability and Accountability Act of 1996, as amended, and supplemented by the Health Information Technology for Economic and Clinical Health Act. |
Hosted Service | A technology service hosted by us or on our behalf and provided to you. |
Intellectual Property Rights | All worldwide intellectual property rights (whether registered or unregistered), including copyrights and other rights in works of authorship; rights in trademarks, trade names, and other designations of source or origin; rights in trade secrets and confidential information; and patents and patent applications. |
Internal Business Purpose | Your use of an Offering for the analysis, monitoring or processing of your own internal IT infrastructure or business operations based on your data from your systems, networks, and devices. Accordingly, Internal Business Purpose does not include use of an Offering for purposes such as: (i) ingesting, analyzing, monitoring, processing or servicing the systems, networks, devices, or application data of third parties; or (ii) developing, testing, troubleshooting, or supporting any software or service that competes with any Offering, or that you use, or intend to use, for a commercial purpose and that integrates, interoperates with, or constitutes an extension of an Offering. |
ITAR Data | Information protected by the International Traffic in Arms Regulations. |
Nonprofit | A U.S. Federal 501(c)(3), tax-exempt, nonprofit corporation or association (or other nonprofit entity organized in accordance with the laws of where your nonprofit entity is registered) that has qualified for a free, donated Offering in connection with a Splunk donation program. |
Offering | Products, services, subscriptions, licenses, and other Splunk offerings (including any associated components), regardless of how acquired, whether directly from us or indirectly through another Approved Source. Examples of Offerings include On-Premises Products, Hosted Services, Support Programs, Content Subscriptions, and C&I Services. |
On-Premises Product | Splunk software that is delivered to you and deployed and operated by you, or on your behalf, on hardware designated by you, and any Enhancements that we make available to you. |
Open Source Software | Software that is licensed under a license approved by the Open Source Initiative or similar freeware license, with terms requiring that such software code be: (i) disclosed or distributed in source code or object code form; (ii) licensed for the purpose of making derivative works; or (iii) redistributed under the same license terms. |
Order | Our quote or ordering document (including an online order form) accepted by you via your purchase order or other ordering document submitted to us (directly or indirectly through another Approved Source) to order Offerings, which references the Offering, Capacity, pricing and other applicable terms set out in our quote or ordering document. Orders do not include any preprinted terms on your purchase order or any other terms on your purchase order that are additional to, or inconsistent with, these General Terms. |
PCI Data | Credit card information within the scope of the Payment Card Industry Data Security Standard. |
PHI | Any protected health information, as defined under HIPAA. |
Service Level Schedule | A Splunk policy that applies to the availability and uptime of a Hosted Service. |
Specific Offering Terms | As set out in section 1.5. |
Splunkbase | Our online directory of, or platform for, Extensions at https://splunkbase.splunk.com. |
Splunk Extensions | Extensions made available through Splunkbase that are identified on Splunkbase as built by us (and not by a third party). |
Statement of Work | A statement of work or any Order that describes the specific C&I Services to be performed by us, including any materials and deliverables to be delivered by us. |
Support Policy | Splunk support policy at https://www.splunk.com/en_us/legal/splunk-software-support-policy.html. |
Support Program | The Support Programs offered by us at https://www.splunk.com/en_us/support-and-services/support-programs.html. |
Support Terms | Splunk support terms at https://www.splunk.com/en_us/legal/support-terms.html. |
Term | Duration of your subscription or license to the Offering that starts and ends on the date listed on the Order. If no start date is specified in the Order, the start date will be the Delivery date of the Offering. If no end date or duration is specified in the Order (or if there is no Order associated with the Offering), the duration of your subscription or license is limited to 60 days, unless otherwise specified with the Offering or in these General Terms. |
Third Party Content | Information, data, technology, or materials made available to you by any third party that you license and add to a Hosted Service or direct us to install in connection with a Hosted Service. Examples of Third Party Content include Third Party Extensions, web-based or offline software applications, data service or content. |
Third Party Extensions | An Extension created by a third party (not by us or our Affiliate). |
Third Party Products | As set out in section 13.3. |
Third Party Providers | Your authorized consultants, contractors, and agents. |
Trial Offering | An Offering we make available on a trial or evaluation basis. |
Usage Data | Data generated from the usage, configuration, deployment, access, and performance of an Offering. |
Use Rights | As set out in section 1.1. |
This exhibit (the “Exhibit”) forms an integral part of the Splunk General Terms. In the event of any conflict between the General Terms and this Exhibit, this Exhibit will prevail and control. This Exhibit is applicable only if you are a United States state or local government entity, including a public institute of higher education.
1. Your Compliance.
A new Section 14.7 of the General Terms is added as follows:
14.7 Respecting the Rights of Third Parties and Applicable Regulations.You represent and warrant that to the best of your knowledge (i) Your Customer Content does not infringe or misappropriate third party patent, copyrights, trademarks or trade secrets, or violate another right of a third party; and that (ii) Your Customer Content or your use of any Offering do not violate laws or regulations applicable to You.
2. Limitation of Liability.
Section 20 of the General Terms is replaced in its entirety with the following:
20. Limitation of Liability
Each party’s aggregate liability, together with any of its Affiliates, arising out of or related to these General Terms will not, in any event, exceed the total amount paid by you for the affected Offering in the 12 months preceding the first incident out of which the liability arose. This liability cap does not limit: (i) your obligations under the “Payment” section above; (ii) your rights to any service level credits under any applicable Service Level Schedule; and (iii) our right to recover amounts for your use of an Offering in excess of the Capacity purchased or outside of your Internal Business Purpose
In no event will either party or its Affiliates have any liability arising out of or related to these General Terms for any lost profits, revenues, goodwill, or indirect, special, incidental, consequential, cover, business interruption or punitive damages
The limitations above apply whether the action is in contract or tort and regardless of the theory of liability, even if a party or its Affiliates have been advised of the possibility of such damages or if a party’s or its Affiliates’ remedy otherwise fails of its essential purpose.
The limitations above do not apply to your violation of the Use Rights limits in section 1.2 or your breach of section 14.7, or either party’s: (a) infringement of the other party’s Intellectual Property Rights; (b) indemnification obligations; or (c) fraud, gross negligence or willful misconduct.
The limitations in this section do not apply to the extent prohibited by law. Some jurisdictions do not allow certain damages to be excluded or limited. To the extent such a law applies to you, some or all of the exclusions or limitations above may not apply to you, and you may have additional rights.
3. Indemnity.
Section 21 of the General Terms is replaced in its entirety with the following:
21. Indemnity
21.1 Our Indemnification to You. We will defend and indemnify you, and pay all damages (including reasonable attorneys’ fees and costs) awarded against you, or that are agreed to in a settlement, to the extent a claim, demand, suit or proceeding is made or brought against you or your Affiliates by a third party (including those brought by a government entity) alleging that your use of an Offering infringes or misappropriates such third party’s patent, copyright, trademark or trade secret (a “Customer Claim”). We will have no obligation under the foregoing provision to the extent a Customer Claim arises from your breach of these General Terms, your Customer Content, Third Party Extension, or the combination of the Offering with: (i) Customer Content; (ii) Third Party Extensions; (iii) any software other than software provided by us; or (iv) any hardware or equipment. However, we will indemnify against combination claims to the extent: (a) the combined software is necessary for the normal operation of the Offering (e.g., an operating system); or (b) the Offering provides substantially all the essential elements of the asserted infringement or misappropriation claim. We may in our sole discretion and at no cost to you: (1) modify an Offering so that it no longer infringes or misappropriates a third party right; (2) obtain a license for your continued use of the Offering, in accordance with these General Terms; or (3) terminate the Offering and refund to you any prepaid fees covering the unexpired Term.
21.2 Process for Indemnification. The indemnification obligations above are subject to the party seeking indemnification: (i) providing the other party with prompt written notice of the specific claim; (ii) giving the indemnifying party sole control of the defense and settlement of the claim (except that the indemnifying party may not settle any claim that requires any action or forbearance on the indemnified party’s part without its prior consent, which will not be unreasonably withheld or delayed); and (iii) giving the indemnifying party all reasonable assistance, at such party’s expense.
4. Governing Law.
Section 23 of the General Terms is replaced in its entirety with the following:
23. Governing Law
These General Terms will be governed by and construed in accordance with the laws of the State of California, as if performed wholly within the state and without giving effect to the principles of conflict of law. Any legal action or proceeding arising under these General Terms will be brought exclusively in the federal or state courts located in the Northern District of California and the parties consent to that venue and personal jurisdiction. We may seek injunctive or other relief in any state, federal, or national court of competent jurisdiction for any actual or alleged: (i) breach of confidentiality obligations; (ii) infringement of intellectual property or other proprietary rights of Splunk, our Affiliates or any third party; or (iii) violations of the Use Rights limits in section 1.2. You agree that such breach, infringement or violation likely causes irreparable harm. Despite anything to the contrary in these General Terms, if you are a United States state or local government entity, including a public institute of higher education, the Agreement is governed by the laws of your state, excluding its conflict of laws principles. These General Terms do not affect statutory rights that cannot be waived or changed by contract. Neither the Uniform Computer Information Transactions Act nor the United Nations Convention for the International Sale of Goods will apply to these General Terms.
2. Purchasing Through Approved Sources
8. Configuration and Implementation Services
9. Our Compliance, Ethics and Corporate Responsibility
11. Capacity and Usage Verification
13. Third Party Extensions, Content and Products
27. UNITED STATES STATE & LOCAL GOVERNMENT LAW EXHIBIT TO SPLUNK GENERAL TERMS