THIS END USER LICENSE AGREEMENT APPLIES TO THE RIDGE PLATFORM PROVIDED BY THE COMPANY, AND ITS THIRD PARTY SERVICE PROVIDERS TO THE END USER THROUGH THE RIDGE PLATFORM AND SITE. IF YOU DO NOT AGREE TO ANY OF THE PROVISIONS OF THIS EULA YOU SHOULD IMMEDIATELY STOP USING THE RIDGE PLATFORM AND SITE.
In order to use the Ridge Platform you will be required to open an account (or use an existing account if you already have one) through a designated third party Identity and Access Management (IAM) service provider. You must complete the registration process by providing the designated IAM with current, complete, and accurate information as prompted by the applicable registration form, including your End User name and a secure password. You are entirely responsible for maintaining the confidentiality of your password and account, and for any and all activities that occur under your account. You agree to notify the Company immediately of any unauthorized use of your account or any other breach of security. We will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. Moreover, you may be held liable for losses incurred by the Company or a third party due to someone else using your account or password. Further, you may not use anyone else's account on the Ridge Platform at any time, without the permission of the account holder.
Between you and the Company, all right, title and interest, including intellectual property rights in and to the Ridge Platform and the Site shall vest with the Company and/or its licensors ("Company Content"). The Company does not request your feedback regarding the Company Content. Notwithstanding the foregoing, if you provide the Company with any feedback regarding the Company Content the Company may use all such feedback without restriction and shall not be subject to any non-disclosure or non-use obligations in respect of such feedback. Nothing herein shall be interpreted to provide you with any rights in the Company Content save for the limited rights expressly set forth herein.
You may access and use the Company Content and download and/or print out copies of any Company Content, solely for your personal, non-commercial use. If you download or print a copy of the Company Content for personal use, you must retain all copyright and other proprietary notices contained therein. You acknowledge that you do not acquire any ownership rights by using the Company Content.
All trademarks, service marks, trade names, trade dress, product names and logos appearing in the Company Content are the property of the Company and/or its licensors. Any rights not expressly granted herein are reserved for the Company and/or its licensors.
As a condition of your use of the Ridge Platform and the Site, you warrant to the Company that you will not use the Ridge Platform and the Site for any purpose that is unlawful or prohibited by this EULA, including, without limitation, either directly or indirectly to: (i) copy, modify, translate, reverse engineer or create derivative works based on the Ridge Platform or Site; (ii) except as permitted herein, share or permit other third parties to use the Ridge Platform, or transfer the Ridge Platform or rights to use any part thereof; (iii) use the Ridge Platform in conjunction with any other products to infringe upon any third party's rights, including without limitation any third party's intellectual property rights; (iv) use data mining, robots or similar data gathering or extraction methods on the Ridge Platform and Site; (v) perform, or release or disclose the results of, any benchmark testing or vulnerability assessments of the Ridge Platform or Site; (vi) introduce into the Site any viruses, Trojan horses, malware, spyware, adware or other disruptive software, or any software code, which is designed to disrupt, damage, or perform unauthorized actions on a computer system; (vii) remove or alter any proprietary notices in the Ridge Platform or Site; (vii) use the Site to directly or indirectly develop any product or service that competes with the Ridge Platform or Site; (ix) download (other than page caching) any portion of the Site and/or Company Content contained therein, except as expressly permitted in this EULA; (x) use the Site in any manner which may damage, disable, overburden, or impair the Ridge Platform or Site or interfere with any other person's use of the Ridge Platform or Site; and (xi) use the Ridge Platform in any illegal, deceptive, fraudulent, misleading, untruthful, or otherwise inappropriate manner which disparages or might bring the Company, or any of its entities or third party service providers into disrepute.
The Site and the Ridge Platform may contain links to third party services, websites, advertisers, services, special offers, or other events or activities that are not owned or controlled by us (individually, and collectively, the "Third Party Websites").
These Third Party Websites may have their own terms and conditions of use and privacy policies and your use of these Third Party Websites will be governed by, and subject to, such terms and conditions and privacy policies. You must ensure that you have read, understood and agreed to all of the terms and conditions, policies and guidelines of the Third Party Websites.
You understand and agree that the Company does not endorse and is not responsible or liable in any way whatsoever for the behavior, features, opinions, advice, statements, prices, advertisement, or any other content of any of the Third Party Websites or for any transaction you may enter into with the provider of any such Third Party Websites.
YOU EXPRESSLY AGREE THAT YOUR USE OF THE RIDGE PLATFORM AND SITE IS AT YOUR OWN RISK AND THE RIDGE PLATFORM AND SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED (WHETHER BY LAW, STATUTE OR OTHERWISE). INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT (WHETHER UNDER APPLICABLE LAW OR OTHERWISE).
THE COMPANY DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, THAT YOUR ACCESS TO THE RIDGE PLATFORM AND SITE WILL BE ACCURATE, FREE OF ERROR, COMPLETE, UNINTERRUPTED, CONTINUOUS, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT THE RIDGE PLATFORM AND SITE ARE FREE OF VIRUSES AND BUGS. THE COMPANY MAKES NO REPRESENTATION CONCERNING THE FULL OR PARTIAL FUNCTIONALITY, ACCURACY, CAPACITY, OR RELIABILITY OF ANY CONTENT, INFORMATION OR MATERIALS OBTAINED BY YOU THROUGH THE RIDGE PLATFORM AND SITE OR THROUGH ANY OF THE COMPANY’S THIRD PARTY SERVICE PROVIDERS.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, LICENSORS AND/OR THIRD PARTY SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES OR REPRESENTATIVES, BE LIABLE OR ASSUME ANY OBLIGATION WHATSOEVER TO YOU OR ANYONE ON YOUR BEHALF, REGARDLESS OF THE FORM OF ACTION, FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR LOSS OF ANY KIND, INCLUDING WITHOUT LIMITATION, LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF CONTRACTS OR LOSS OF ANTICIPATED SAVINGS; AND/OR ANY LOSS OR ANY DAMAGE, ARISING FROM YOUR USE OF THE RIDGE PLATFORM AND SITE, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR RELATING TO YOUR AUTHORIZED OR UNAUTHORIZED USE OF THE RIDGE PLATFORM OR SITE; AND IN THE EVENT OF ANY COMPLAINT YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE RIDGE PLATFORM AND SITE.
You agree to indemnify, defend and hold harmless the Company, and its subsidiaries, affiliates and agencies, as well as the officers, directors, employees, shareholders and representatives of any of the foregoing entities, from and against any and all losses, liabilities, expenses, damages, costs (including attorneys' fees and court costs) claims or actions of any kind whatsoever arising or resulting from: (i) your use or misuse of the Ridge Platform or Site, including any breach of this EULA; and (ii) any acts or omissions that implicate publicity rights, defamation or invasion of privacy and/or any third party rights. The Company reserves the right, at its own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with the Company in the defense of such matter.
Status of the Parties. You and the Company are independent contractors, and this EULA does not create any partnership, trust arrangement, agency, joint enterprise, or fiduciary relationship between you and the Company, or any other form of relationship.
Waiver. No waiver by the Company of any terms or conditions set out herein shall be construed as a waiver of any preceding or succeeding breach of any terms or conditions of this EULA.
Third Parties. Unless otherwise expressly stated, nothing in this EULA shall create or confer any rights or any other benefits to third parties.
Survival. Any provisions hereof which expressly or by their nature are required to survive termination or expiration of this EULA in order to achieve their purpose shall so survive until it shall no longer be necessary for them to survive in order to achieve that purpose.
Entire Agreement. This EULA constitutes the final, exclusive and complete understanding and agreement between you and us and supersedes all prior understandings and agreements between you and us.
Assignment. You may not assign any rights or obligations under this EULA. The Company may assign its rights without restriction and without prior notice to you. In the event of a merger or acquisition between the Company and a third party, the Company reserves the right to transfer or assign the information you provided to the Company as part of such merger, acquisition, sale, or other change of control.
Severability. If any provision of this EULA shall be declared by any court of competent jurisdiction to be illegal, void or unenforceable, all other provisions of this EULA shall not be affected and shall remain in full force and effect.
Governing Law; Jurisdiction. For End Users located in the United States of America, this EULA shall be governed by, and interpreted in accordance with the laws of the State of Massachusetts, and such End Users agree to submit to the exclusive jurisdiction of the courts of Boston, Massachusetts, to settle any disputes which may arise in connection with the creation, validity, effect, interpretation or performance of this EULA or otherwise arising in connection with this EULA. For all other End Users, this EULA shall be governed by, and interpreted in accordance with the laws of the United Kingdom, and such End Users shall submit to the exclusive jurisdiction of the courts of London, England, to settle any disputes which may arise in connection with the creation, validity, effect, interpretation or performance of this EULA or otherwise arising in connection with this EULA.
Contracting Entity. For Customers located in the United States of America, "Company" is defined as Tectonic Labs, Inc. For Customers located outside of the United States of America "Company" is defined as Tectonic Labs Ltd.
English Language. Any translation of this EULA will be provided solely for your convenience. This EULA is subject to definitions and interpretations in the English language and in the event of a dispute the English language version shall prevail. Any translation provided may not accurately represent the information in the original English language version of this EULA.
If you have any questions, feedback, or concerns you may contact our customer support at firstname.lastname@example.org
THIS EULA IS EFFECTIVE AS OF NOVEMBER, 2020