Our Responsible Ai
Principles
Our Responsible Ai
Principles
Privacy, Data Protection, Data Governance, and Data Security
Mitigating and Overcoming Bias
Transparency and Explainability
Governance, Compliance, Accountability
Safety and Security (Cyber)
Human in The Loop Extreme (HTL-E)
Sustainability and Client/Society Implications
Privacy, Data Protection, Data Governance, and Data Security
Mitigating and Overcoming Bias
Transparency and Explainability
Governance, Compliance, Accountability
Safety and Security (Cyber)
Human in The Loop Extreme (HTL-E)
Sustainability and Client/Society Implications
Privacy Policy
This Privacy Policy ("Policy") applies to www.tacilent.ai and Tacilent ("Company") and governs data collection and usage. For the purposes of this Privacy Policy, unless otherwise noted, all references to the Company include www.tacilent.ai. The Company's website is a software solution site. By using the Company website, you consent to the data practices described in this statement.
Collection of your Personal Information
In order to better provide you with products and services offered, the Company may collect personally identifiable information, such as your:
-First and last name
-Email address
-Phone number
-Job title
We do not collect any personal information about you unless you voluntarily provide it to us. However, you may be required to provide certain personal information to us when you elect to use certain products or services. These may include: (a) registering for an account; (b) entering a sweepstakes or contest sponsored by us or one of our partners; (c) signing up for special offers from selected third parties; (d) sending us an email message; (e) submitting your credit card or other payment information when ordering and purchasing products and services. To wit, we will use your information for, but not limited to, communicating with you in relation to services and/or products you have requested from us. We also may gather additional personal or non-personal information in the future.
Use of your Personal Information
The Company collects and uses your personal information in the following ways:
-to operate and deliver the services you have requested
-to provide you with information, products, or services that you request from us
-to provide you with notices about your account
-to carry out the Company's obligations and enforce our rights arising from any contracts entered between you and us, including for billing and collection
-to notify you about changes to our www.tacilent.ai or any products or services we offer or provide through it
-in any other way we may describe when you provide the information
-for any other purpose with your consent.
The Company may also use your personally identifiable information to inform you of other products or services available from the Company and its affiliates.
Sharing Information with Third Parties
The Company does not sell, rent, or lease its customer lists to third parties.
The Company may share data with trusted partners to help perform statistical analysis, send you email or postal mail, provide customer support, or arrange for deliveries. All such third parties are prohibited from using your personal information except to provide these services tothe Company, and they are required to maintain the confidentiality of your information.
The Company may disclose your personal information, without notice, if required to do so by law or in the good faith belief that such action is necessary to: (a) conform to the edicts of the law or comply with legal process served on the Company or the site; (b) protect and defend the rights or property of the Company; and/or (c) act under exigent circumstances to protect the personal safety of users of the Company, or the public.
Tracking User Behavior
The Company may keep track of the websites and pages our users visit within the Company, in order to determine what the Company services are the most popular. This data is used to deliver customized content and advertising within the Company to customers whose behavior indicates that they are interested in a particular subject area.
Automatically Collected Information
The Company may automatically collect information about your computer hardware and software. This information can include your IP address, browser type, domain names, access times, and referring website addresses. This information is used for the operation of the service, to maintain quality of the service, and to provide general statistics regarding the use of the Company's website.
Use of Cookies
The Company's website may use "cookies" to help you personalize your online experience. A cookie is a text file that is placed on your hard disk by a web page server. Cookies cannot be used to run programs or deliver viruses to your computer. Cookies are uniquely assigned to you, and can only be read by a web server in the domain that issued the cookie to you.
One of the primary purposes of cookies is to provide a convenience feature to save you time. The purpose of a cookie is to tell the web server that you have returned to a specific page. For example, if you personalize the Company's pages, or register with Company's site or services, a cookie helps the Company to recall your specific information on subsequent visits. This simplifies the process of recording your personal information, such as billing addresses, shipping addresses, and so on. When you return to the same website, the information you previously provided can be retrieved, so you can easily use the Company's features that you customized.
You have the ability to accept or decline cookies. Most web browsers automatically accept cookies, but you can usually modify your browser settings to decline cookies if you prefer. If you choose to decline cookies, you may not be able to fully experience the interactive features of the Company's services or websites you visit.
Security of your Personal Information
The Company secures your personal information from unauthorized access, use, or disclosure. The Company uses the following methods for this purpose:
- SSL Protocol
When personal information (such as a credit card number) is transmitted to other websites, it is protected through the use of encryption, such as the Secure Sockets Layer (SSL) protocol.
We strive to take appropriate security measures to protect against unauthorized access to or alteration of your personal information. Unfortunately, no data transmission over the Internet or any wireless network can be guaranteed to be 100% secure. As a result, while we strive to protect your personal information, you acknowledge that: (a) there are security and privacy limitations inherent to the Internet that are beyond our control; and (b) the security, integrity, and privacy of any and all information and data exchanged between you and us through this site cannot be guaranteed.
Right to Deletion
Subject to certain exceptions set out below, on receipt of a verifiable request from you, we will:
-Delete your personal information from our records; and
-Direct any service providers to delete your personal information from their records.
Please note that we may not be able to comply with requests to delete your personal information if it is necessary to:
-Complete the transaction for which the personal information was collected, fulfill the terms of a written warranty or product recall conducted in accordance with federal law, and provide a good or service requested by you, or reasonably anticipated within the context of our ongoing business relationship with you, or otherwise perform a contract between you and us;
-Detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity; or prosecute those responsible for that activity;
-Debug to identify and repair errors that impair existing intended functionality;
-Exercise free speech, ensure the right of another consumer to exercise his or her right of free speech, or exercise another right provided for by law;
-Comply with the California Electronic Communications Privacy Act;
-Engage in public or peer-reviewed scientific, historical, or statistical research in the public interest that adheres to all other applicable ethics and privacy laws, when our deletion of the information is likely to render impossible or seriously impair the achievement of such research, provided we have obtained your informed consent;
-Enable solely internal uses that are reasonably aligned with your expectations based on your relationship with us;
-Comply with an existing legal obligation; or
-Otherwise use your personal information, internally, in a lawful manner that is compatible with the context in which you provided the information.
Children Under Thirteen
The Company does not knowingly collect personally identifiable information from children under the age of 13. If you are under the age of 13, you must ask your parent or guardian for permission to use this website.
Email Communications
From time to time, the Company may contact you via email for the purpose of providing announcements, promotional offers, alerts, confirmations, surveys, and/or other general communication.
If you would like to stop receiving marketing or promotional communications via email from the Company, you may opt out of such communications by "replying STOP" or "clicking on the unsubscribe button."
Changes to This Statement
The Company reserves the right to change this Policy from time to time. For example, when there are changes in our services, changes in our data protection practices, or changes in the law. When changes to this Policy are significant, we will inform you. You may receive a notice by sending an email to the primary email address specified in your account, by placing a prominent notice on our CoeusB, and/or by updating any privacy information. Your continued use of the website and/or services available after such modifications will constitute your: (a) acknowledgment of the modified Policy; and (b) agreement to abide and be bound by that Policy.
Contact Information
The Company welcomes your questions or comments regarding this Policy. If you believe that the Company has not adhered to this Policy, please contact the Company at:
Tacilent INC
3480 Preston Ridge RD
Suite 500
Alpharetta, GA 30005
Email Address:
Effective as of April 24, 2024
Privacy Policy
This Privacy Policy ("Policy") applies to www.tacilent.ai and Tacilent ("Company") and governs data collection and usage. For the purposes of this Privacy Policy, unless otherwise noted, all references to the Company include www.tacilent.ai. The Company's website is a software solution site. By using the Company website, you consent to the data practices described in this statement.
Collection of your Personal Information
In order to better provide you with products and services offered, the Company may collect personally identifiable information, such as your:
-First and last name
-Email address
-Phone number
-Job title
We do not collect any personal information about you unless you voluntarily provide it to us. However, you may be required to provide certain personal information to us when you elect to use certain products or services. These may include: (a) registering for an account; (b) entering a sweepstakes or contest sponsored by us or one of our partners; (c) signing up for special offers from selected third parties; (d) sending us an email message; (e) submitting your credit card or other payment information when ordering and purchasing products and services. To wit, we will use your information for, but not limited to, communicating with you in relation to services and/or products you have requested from us. We also may gather additional personal or non-personal information in the future.
Use of your Personal Information
The Company collects and uses your personal information in the following ways:
-to operate and deliver the services you have requested
-to provide you with information, products, or services that you request from us
-to provide you with notices about your account
-to carry out the Company's obligations and enforce our rights arising from any contracts entered between you and us, including for billing and collection
-to notify you about changes to our www.tacilent.ai or any products or services we offer or provide through it
-in any other way we may describe when you provide the information
-for any other purpose with your consent.
The Company may also use your personally identifiable information to inform you of other products or services available from the Company and its affiliates.
Sharing Information with Third Parties
The Company does not sell, rent, or lease its customer lists to third parties.
The Company may share data with trusted partners to help perform statistical analysis, send you email or postal mail, provide customer support, or arrange for deliveries. All such third parties are prohibited from using your personal information except to provide these services tothe Company, and they are required to maintain the confidentiality of your information.
The Company may disclose your personal information, without notice, if required to do so by law or in the good faith belief that such action is necessary to: (a) conform to the edicts of the law or comply with legal process served on the Company or the site; (b) protect and defend the rights or property of the Company; and/or (c) act under exigent circumstances to protect the personal safety of users of the Company, or the public.
Tracking User Behavior
The Company may keep track of the websites and pages our users visit within the Company, in order to determine what the Company services are the most popular. This data is used to deliver customized content and advertising within the Company to customers whose behavior indicates that they are interested in a particular subject area.
Automatically Collected Information
The Company may automatically collect information about your computer hardware and software. This information can include your IP address, browser type, domain names, access times, and referring website addresses. This information is used for the operation of the service, to maintain quality of the service, and to provide general statistics regarding the use of the Company's website.
Use of Cookies
The Company's website may use "cookies" to help you personalize your online experience. A cookie is a text file that is placed on your hard disk by a web page server. Cookies cannot be used to run programs or deliver viruses to your computer. Cookies are uniquely assigned to you, and can only be read by a web server in the domain that issued the cookie to you.
One of the primary purposes of cookies is to provide a convenience feature to save you time. The purpose of a cookie is to tell the web server that you have returned to a specific page. For example, if you personalize the Company's pages, or register with Company's site or services, a cookie helps the Company to recall your specific information on subsequent visits. This simplifies the process of recording your personal information, such as billing addresses, shipping addresses, and so on. When you return to the same website, the information you previously provided can be retrieved, so you can easily use the Company's features that you customized.
You have the ability to accept or decline cookies. Most web browsers automatically accept cookies, but you can usually modify your browser settings to decline cookies if you prefer. If you choose to decline cookies, you may not be able to fully experience the interactive features of the Company's services or websites you visit.
Security of your Personal Information
The Company secures your personal information from unauthorized access, use, or disclosure. The Company uses the following methods for this purpose:
- SSL Protocol
When personal information (such as a credit card number) is transmitted to other websites, it is protected through the use of encryption, such as the Secure Sockets Layer (SSL) protocol.
We strive to take appropriate security measures to protect against unauthorized access to or alteration of your personal information. Unfortunately, no data transmission over the Internet or any wireless network can be guaranteed to be 100% secure. As a result, while we strive to protect your personal information, you acknowledge that: (a) there are security and privacy limitations inherent to the Internet that are beyond our control; and (b) the security, integrity, and privacy of any and all information and data exchanged between you and us through this site cannot be guaranteed.
Right to Deletion
Subject to certain exceptions set out below, on receipt of a verifiable request from you, we will:
-Delete your personal information from our records; and
-Direct any service providers to delete your personal information from their records.
Please note that we may not be able to comply with requests to delete your personal information if it is necessary to:
-Complete the transaction for which the personal information was collected, fulfill the terms of a written warranty or product recall conducted in accordance with federal law, and provide a good or service requested by you, or reasonably anticipated within the context of our ongoing business relationship with you, or otherwise perform a contract between you and us;
-Detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity; or prosecute those responsible for that activity;
-Debug to identify and repair errors that impair existing intended functionality;
-Exercise free speech, ensure the right of another consumer to exercise his or her right of free speech, or exercise another right provided for by law;
-Comply with the California Electronic Communications Privacy Act;
-Engage in public or peer-reviewed scientific, historical, or statistical research in the public interest that adheres to all other applicable ethics and privacy laws, when our deletion of the information is likely to render impossible or seriously impair the achievement of such research, provided we have obtained your informed consent;
-Enable solely internal uses that are reasonably aligned with your expectations based on your relationship with us;
-Comply with an existing legal obligation; or
-Otherwise use your personal information, internally, in a lawful manner that is compatible with the context in which you provided the information.
Children Under Thirteen
The Company does not knowingly collect personally identifiable information from children under the age of 13. If you are under the age of 13, you must ask your parent or guardian for permission to use this website.
Email Communications
From time to time, the Company may contact you via email for the purpose of providing announcements, promotional offers, alerts, confirmations, surveys, and/or other general communication.
If you would like to stop receiving marketing or promotional communications via email from the Company, you may opt out of such communications by "replying STOP" or "clicking on the unsubscribe button."
Changes to This Statement
The Company reserves the right to change this Policy from time to time. For example, when there are changes in our services, changes in our data protection practices, or changes in the law. When changes to this Policy are significant, we will inform you. You may receive a notice by sending an email to the primary email address specified in your account, by placing a prominent notice on our CoeusB, and/or by updating any privacy information. Your continued use of the website and/or services available after such modifications will constitute your: (a) acknowledgment of the modified Policy; and (b) agreement to abide and be bound by that Policy.
Contact Information
The Company welcomes your questions or comments regarding this Policy. If you believe that the Company has not adhered to this Policy, please contact the Company at:
Tacilent INC
3480 Preston Ridge RD
Suite 500
Alpharetta, GA 30005
Email Address:
Effective as of April 24, 2024
Privacy Policy
This Privacy Policy ("Policy") applies to www.tacilent.ai and Tacilent ("Company") and governs data collection and usage. For the purposes of this Privacy Policy, unless otherwise noted, all references to the Company include www.tacilent.ai. The Company's website is a software solution site. By using the Company website, you consent to the data practices described in this statement.
Collection of your Personal Information
In order to better provide you with products and services offered, the Company may collect personally identifiable information, such as your:
-First and last name
-Email address
-Phone number
-Job title
We do not collect any personal information about you unless you voluntarily provide it to us. However, you may be required to provide certain personal information to us when you elect to use certain products or services. These may include: (a) registering for an account; (b) entering a sweepstakes or contest sponsored by us or one of our partners; (c) signing up for special offers from selected third parties; (d) sending us an email message; (e) submitting your credit card or other payment information when ordering and purchasing products and services. To wit, we will use your information for, but not limited to, communicating with you in relation to services and/or products you have requested from us. We also may gather additional personal or non-personal information in the future.
Use of your Personal Information
The Company collects and uses your personal information in the following ways:
-to operate and deliver the services you have requested
-to provide you with information, products, or services that you request from us
-to provide you with notices about your account
-to carry out the Company's obligations and enforce our rights arising from any contracts entered between you and us, including for billing and collection
-to notify you about changes to our www.tacilent.ai or any products or services we offer or provide through it
-in any other way we may describe when you provide the information
-for any other purpose with your consent.
The Company may also use your personally identifiable information to inform you of other products or services available from the Company and its affiliates.
Sharing Information with Third Parties
The Company does not sell, rent, or lease its customer lists to third parties.
The Company may share data with trusted partners to help perform statistical analysis, send you email or postal mail, provide customer support, or arrange for deliveries. All such third parties are prohibited from using your personal information except to provide these services tothe Company, and they are required to maintain the confidentiality of your information.
The Company may disclose your personal information, without notice, if required to do so by law or in the good faith belief that such action is necessary to: (a) conform to the edicts of the law or comply with legal process served on the Company or the site; (b) protect and defend the rights or property of the Company; and/or (c) act under exigent circumstances to protect the personal safety of users of the Company, or the public.
Tracking User Behavior
The Company may keep track of the websites and pages our users visit within the Company, in order to determine what the Company services are the most popular. This data is used to deliver customized content and advertising within the Company to customers whose behavior indicates that they are interested in a particular subject area.
Automatically Collected Information
The Company may automatically collect information about your computer hardware and software. This information can include your IP address, browser type, domain names, access times, and referring website addresses. This information is used for the operation of the service, to maintain quality of the service, and to provide general statistics regarding the use of the Company's website.
Use of Cookies
The Company's website may use "cookies" to help you personalize your online experience. A cookie is a text file that is placed on your hard disk by a web page server. Cookies cannot be used to run programs or deliver viruses to your computer. Cookies are uniquely assigned to you, and can only be read by a web server in the domain that issued the cookie to you.
One of the primary purposes of cookies is to provide a convenience feature to save you time. The purpose of a cookie is to tell the web server that you have returned to a specific page. For example, if you personalize the Company's pages, or register with Company's site or services, a cookie helps the Company to recall your specific information on subsequent visits. This simplifies the process of recording your personal information, such as billing addresses, shipping addresses, and so on. When you return to the same website, the information you previously provided can be retrieved, so you can easily use the Company's features that you customized.
You have the ability to accept or decline cookies. Most web browsers automatically accept cookies, but you can usually modify your browser settings to decline cookies if you prefer. If you choose to decline cookies, you may not be able to fully experience the interactive features of the Company's services or websites you visit.
Security of your Personal Information
The Company secures your personal information from unauthorized access, use, or disclosure. The Company uses the following methods for this purpose:
- SSL Protocol
When personal information (such as a credit card number) is transmitted to other websites, it is protected through the use of encryption, such as the Secure Sockets Layer (SSL) protocol.
We strive to take appropriate security measures to protect against unauthorized access to or alteration of your personal information. Unfortunately, no data transmission over the Internet or any wireless network can be guaranteed to be 100% secure. As a result, while we strive to protect your personal information, you acknowledge that: (a) there are security and privacy limitations inherent to the Internet that are beyond our control; and (b) the security, integrity, and privacy of any and all information and data exchanged between you and us through this site cannot be guaranteed.
Right to Deletion
Subject to certain exceptions set out below, on receipt of a verifiable request from you, we will:
-Delete your personal information from our records; and
-Direct any service providers to delete your personal information from their records.
Please note that we may not be able to comply with requests to delete your personal information if it is necessary to:
-Complete the transaction for which the personal information was collected, fulfill the terms of a written warranty or product recall conducted in accordance with federal law, and provide a good or service requested by you, or reasonably anticipated within the context of our ongoing business relationship with you, or otherwise perform a contract between you and us;
-Detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity; or prosecute those responsible for that activity;
-Debug to identify and repair errors that impair existing intended functionality;
-Exercise free speech, ensure the right of another consumer to exercise his or her right of free speech, or exercise another right provided for by law;
-Comply with the California Electronic Communications Privacy Act;
-Engage in public or peer-reviewed scientific, historical, or statistical research in the public interest that adheres to all other applicable ethics and privacy laws, when our deletion of the information is likely to render impossible or seriously impair the achievement of such research, provided we have obtained your informed consent;
-Enable solely internal uses that are reasonably aligned with your expectations based on your relationship with us;
-Comply with an existing legal obligation; or
-Otherwise use your personal information, internally, in a lawful manner that is compatible with the context in which you provided the information.
Children Under Thirteen
The Company does not knowingly collect personally identifiable information from children under the age of 13. If you are under the age of 13, you must ask your parent or guardian for permission to use this website.
Email Communications
From time to time, the Company may contact you via email for the purpose of providing announcements, promotional offers, alerts, confirmations, surveys, and/or other general communication.
If you would like to stop receiving marketing or promotional communications via email from the Company, you may opt out of such communications by "replying STOP" or "clicking on the unsubscribe button."
Changes to This Statement
The Company reserves the right to change this Policy from time to time. For example, when there are changes in our services, changes in our data protection practices, or changes in the law. When changes to this Policy are significant, we will inform you. You may receive a notice by sending an email to the primary email address specified in your account, by placing a prominent notice on our CoeusB, and/or by updating any privacy information. Your continued use of the website and/or services available after such modifications will constitute your: (a) acknowledgment of the modified Policy; and (b) agreement to abide and be bound by that Policy.
Contact Information
The Company welcomes your questions or comments regarding this Policy. If you believe that the Company has not adhered to this Policy, please contact the Company at:
Tacilent INC
3480 Preston Ridge RD
Suite 500
Alpharetta, GA 30005
Email Address:
Effective as of April 24, 2024
User Agreement
TACILENT SERVICES EVALUATION TERMS
Last Modified: October 31, 2024
These Tacilent Services Evaluation Terms (these “Terms”) are a binding contract between you (“Customer,” “you,” or “your”) and TACILENT INC, a Delaware Corporation with offices located at 3480 Preston Ridge Road, Suite 500, Alpharetta, GA, 30005 (“Provider,” “we,” “our,” or “us”). We may refer to you and us as a “Party” and, collectively, as the “Parties.” These Terms govern your access to and use of the Services (defined below), which you desire to access and use solely for your internal evaluation purposes during the Trial Period (defined below).
THIS AGREEMENT TAKES EFFECT BY ACCESSING OR USING THE SERVICES (the “Effective Date”). BY ACCESSING OR USING THE SERVICES YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS; (B) REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THESE TERMS AND, IF ENTERING INTO THESE TERMS FOR AN ORGANIZATION, THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THAT ORGANIZATION; AND (C) ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY THEM.
IF YOU DO NOT ACCEPT THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES.
1. Access and Use.
(a) Provision of Access. Subject to these Terms, Provider hereby grants Customer a non-exclusive, non-sublicensable, non-transferable right for no greater than five (5) days following the Effective Date (the “Trial Period”) to access and use the cloud-based services made available to you by Provider hereunder (the “Services”) solely for internal testing by employees of Customer who Customer permits to access and use the Services for such purposes (“Authorized Users”). These Terms do not provide a commercial access grant and Customer’s access to and use of the Services after the Trial Period is subject to the Parties entering into and executing a separate agreement for the provision of the Services.
(b) Use Restrictions. Customer shall not use the Services for any purposes beyond the scope of the access granted in these Terms. Customer shall not at any time, directly or indirectly, and shall not permit any Authorized Users to: (i) copy, modify, or create derivative works of the Services, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services to anyone other than Authorized Users; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (iv) remove any proprietary notices from the Services; or (v) use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.
(c) Reservation of Rights. Provider reserves all rights not expressly granted to Customer in these Terms. Except for the limited rights and licenses expressly granted under these Terms, nothing in these Terms grants, by implication, waiver, estoppel, or otherwise, to Customer or any third party, any intellectual property rights or other right, title, or interest in or to the Services or any and all intellectual property provided to Customer or any Authorized User in connection with the foregoing.
2. Customer Responsibilities. Customer is responsible and liable for all uses of the Services resulting from access provided by Provider hereunder, directly or indirectly, whether such access or use is permitted by or in violation of these Terms. Customer agrees to indemnify, defend, and hold Provider, its officers, directors and employees harmless from any losses (including attorneys’ fees) that result from any third party claims related to Customer’s (or its Authorized Users’) access, use, or misuse of the Services, or any act or omission by Customer or its Authorized Users in violation of these Terms.
3. Support. Provider has no obligation under these Terms to provide support, maintenance, upgrades, modifications, or new releases of the Services to Customer.
4. No Evaluation Fee. The Parties agree that no fees will be payable under these Terms in exchange for the access granted under these Terms. Customer acknowledges and agrees that this fee arrangement is made in consideration of the mutual covenants set forth in these Terms, including, without limitation, the disclaimers, exclusions, and limitations of liability set forth herein.
5. Confidential Information. Each Party agrees that all sensitive or proprietary information related to a Party’s business affairs and products constitute the confidential information of such Party. A Party shall not access or use the aforementioned confidential information other than as necessary to exercise its rights or perform its obligations under and in accordance with these Terms and shallsafeguard such confidential information from unauthorized use, access, or disclosure using at least the degree of care it uses to protect its similarly sensitive information and in no event less than a reasonable degree of care.
6. Intellectual Property Ownership; Feedback; Privacy.
(a) Provider IP. Customer acknowledges that, as between Customer and Provider, Provider owns all right, title, and interest, including all intellectual property rights, in and to the Services.
(b) Customer Data. Provider acknowledges that, as between Provider and Customer, Customer owns all right, title, and interest, including all intellectual property rights, in and to, other than Aggregated Statistics (defined below), information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of Customer or an Authorized User through the Services (“Customer Data”). Customer hereby grants to Provider a non-exclusive, royalty-free, worldwide license to reproduce, distribute, and otherwise use and display the Customer Data and perform all acts with respect to the Customer Data as may be necessary for Provider to provide the Services to Customer.
(c) Aggregated Statistics. Notwithstanding anything to the contrary in these Terms, Provider may monitor Customer’s use of the Services and collect and compile data and information related to Customer’s use of the Services that is used by Provider in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the Services (“Aggregated Statistics”). As between Provider and Customer, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by Provider. Customer acknowledges that Provider may compile Aggregated Statistics based on Customer Data input into the Services. Customer agrees that Provider may (i) make Aggregated Statistics publicly available in compliance with applicable law, and (ii) use Aggregated Statistics to the extent and in the manner permitted under applicable law; provided that such Aggregated Statistics do not identify Customer or Customer’s Confidential Information.
(d) Feedback. Customer may provide feedback on its use of the Services and may suggest or recommend changes to the Services, including without limitation, new features or functionality relating thereto (collectively, the “Feedback”). Provider is free to use such Feedback irrespective of any other obligation or limitation between the Parties governing such Feedback. All Feedback is and will be treated as the confidential information of Provider. Customer agrees to and does hereby assign to Provider on Customer’s behalf, and on behalf of its Authorized Users, all right, title, and interest in, and Provider is free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although Provider is not required to use any Feedback.
7. Disclaimer of Warranties. Customer acknowledges that Customer has not paid for the Services and, therefore, THE SERVICES ARE PROVIDED “AS IS” AND PROVIDER HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. PROVIDER SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. PROVIDER MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE.
8. Limitations of Liability. IN NO EVENT WILL EITHER PARTY BE LIABLE UNDER OR IN CONNECTION WITH THESE TERMS UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (c) LOSS OF GOODWILL OR REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL PROVIDER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED $500.
9. Term and Termination. These Terms are binding upon the Parties as of the Effective Date and, unless terminated earlier pursuant to the express provisions herein, will continue in effect until the expiration of the Trial Period. Either Party may terminate these Terms at any time, without cause, upon one (1) days’ prior written notice. Upon termination, Customer’s access to the Services will cease. This Section 9 and Sections 1(b), 5, 6, 7, 8, 9, and 10 survive any termination or expiration of these Terms.
10. Governing Law and Venue; Miscellaneous.
(a) Governing Law; Venue. These Terms are governed by and construed in accordance with the internal laws of the State of Georgia without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Georgia. Any legal suit, action, or proceeding arising out of or related to these Terms or the licenses granted hereunder will be instituted exclusively in the federal courts of the United States or the courts of the State of Georgia, in each case located in Fulton County, and each Party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.
(b) Miscellaneous. These Terms constitute the entire agreement and understanding between the Parties hereto with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter. Any notices to us must be sent to our address first set forth above and must be delivered either in person, by certified or registered mail, return receipt requested and postage prepaid, or by recognized overnight courier service, and are deemed given upon receipt by us. Notwithstanding the foregoing, you hereby consent to receiving electronic communications from us. These electronic communications may include notices about applicable fees and charges, transactional information, and other information concerning or related to the Services. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing. The invalidity, illegality, or unenforceability of any provision herein does not affect any other provision herein or the validity, legality, or enforceability of such provision in any other jurisdiction. Any failure to act by us with respect to a breach of these Terms by you or others does not constitute a waiver and will not limit our rights with respect to such breach or any subsequent breaches. These Terms are personal to you and may not be assigned or transferred for any reason whatsoever without our prior written consent and any action or conduct in violation of the foregoing will be void and without effect. We expressly reserve the right to assign these Terms and to delegate any of its obligations hereunder.
User Agreement
TACILENT SERVICES EVALUATION TERMS
Last Modified: October 31, 2024
These Tacilent Services Evaluation Terms (these “Terms”) are a binding contract between you (“Customer,” “you,” or “your”) and TACILENT INC, a Delaware Corporation with offices located at 3480 Preston Ridge Road, Suite 500, Alpharetta, GA, 30005 (“Provider,” “we,” “our,” or “us”). We may refer to you and us as a “Party” and, collectively, as the “Parties.” These Terms govern your access to and use of the Services (defined below), which you desire to access and use solely for your internal evaluation purposes during the Trial Period (defined below).
THIS AGREEMENT TAKES EFFECT BY ACCESSING OR USING THE SERVICES (the “Effective Date”). BY ACCESSING OR USING THE SERVICES YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS; (B) REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THESE TERMS AND, IF ENTERING INTO THESE TERMS FOR AN ORGANIZATION, THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THAT ORGANIZATION; AND (C) ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY THEM.
IF YOU DO NOT ACCEPT THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES.
1. Access and Use.
(a) Provision of Access. Subject to these Terms, Provider hereby grants Customer a non-exclusive, non-sublicensable, non-transferable right for no greater than five (5) days following the Effective Date (the “Trial Period”) to access and use the cloud-based services made available to you by Provider hereunder (the “Services”) solely for internal testing by employees of Customer who Customer permits to access and use the Services for such purposes (“Authorized Users”). These Terms do not provide a commercial access grant and Customer’s access to and use of the Services after the Trial Period is subject to the Parties entering into and executing a separate agreement for the provision of the Services.
(b) Use Restrictions. Customer shall not use the Services for any purposes beyond the scope of the access granted in these Terms. Customer shall not at any time, directly or indirectly, and shall not permit any Authorized Users to: (i) copy, modify, or create derivative works of the Services, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services to anyone other than Authorized Users; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (iv) remove any proprietary notices from the Services; or (v) use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.
(c) Reservation of Rights. Provider reserves all rights not expressly granted to Customer in these Terms. Except for the limited rights and licenses expressly granted under these Terms, nothing in these Terms grants, by implication, waiver, estoppel, or otherwise, to Customer or any third party, any intellectual property rights or other right, title, or interest in or to the Services or any and all intellectual property provided to Customer or any Authorized User in connection with the foregoing.
2. Customer Responsibilities. Customer is responsible and liable for all uses of the Services resulting from access provided by Provider hereunder, directly or indirectly, whether such access or use is permitted by or in violation of these Terms. Customer agrees to indemnify, defend, and hold Provider, its officers, directors and employees harmless from any losses (including attorneys’ fees) that result from any third party claims related to Customer’s (or its Authorized Users’) access, use, or misuse of the Services, or any act or omission by Customer or its Authorized Users in violation of these Terms.
3. Support. Provider has no obligation under these Terms to provide support, maintenance, upgrades, modifications, or new releases of the Services to Customer.
4. No Evaluation Fee. The Parties agree that no fees will be payable under these Terms in exchange for the access granted under these Terms. Customer acknowledges and agrees that this fee arrangement is made in consideration of the mutual covenants set forth in these Terms, including, without limitation, the disclaimers, exclusions, and limitations of liability set forth herein.
5. Confidential Information. Each Party agrees that all sensitive or proprietary information related to a Party’s business affairs and products constitute the confidential information of such Party. A Party shall not access or use the aforementioned confidential information other than as necessary to exercise its rights or perform its obligations under and in accordance with these Terms and shallsafeguard such confidential information from unauthorized use, access, or disclosure using at least the degree of care it uses to protect its similarly sensitive information and in no event less than a reasonable degree of care.
6. Intellectual Property Ownership; Feedback; Privacy.
(a) Provider IP. Customer acknowledges that, as between Customer and Provider, Provider owns all right, title, and interest, including all intellectual property rights, in and to the Services.
(b) Customer Data. Provider acknowledges that, as between Provider and Customer, Customer owns all right, title, and interest, including all intellectual property rights, in and to, other than Aggregated Statistics (defined below), information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of Customer or an Authorized User through the Services (“Customer Data”). Customer hereby grants to Provider a non-exclusive, royalty-free, worldwide license to reproduce, distribute, and otherwise use and display the Customer Data and perform all acts with respect to the Customer Data as may be necessary for Provider to provide the Services to Customer.
(c) Aggregated Statistics. Notwithstanding anything to the contrary in these Terms, Provider may monitor Customer’s use of the Services and collect and compile data and information related to Customer’s use of the Services that is used by Provider in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the Services (“Aggregated Statistics”). As between Provider and Customer, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by Provider. Customer acknowledges that Provider may compile Aggregated Statistics based on Customer Data input into the Services. Customer agrees that Provider may (i) make Aggregated Statistics publicly available in compliance with applicable law, and (ii) use Aggregated Statistics to the extent and in the manner permitted under applicable law; provided that such Aggregated Statistics do not identify Customer or Customer’s Confidential Information.
(d) Feedback. Customer may provide feedback on its use of the Services and may suggest or recommend changes to the Services, including without limitation, new features or functionality relating thereto (collectively, the “Feedback”). Provider is free to use such Feedback irrespective of any other obligation or limitation between the Parties governing such Feedback. All Feedback is and will be treated as the confidential information of Provider. Customer agrees to and does hereby assign to Provider on Customer’s behalf, and on behalf of its Authorized Users, all right, title, and interest in, and Provider is free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although Provider is not required to use any Feedback.
7. Disclaimer of Warranties. Customer acknowledges that Customer has not paid for the Services and, therefore, THE SERVICES ARE PROVIDED “AS IS” AND PROVIDER HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. PROVIDER SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. PROVIDER MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE.
8. Limitations of Liability. IN NO EVENT WILL EITHER PARTY BE LIABLE UNDER OR IN CONNECTION WITH THESE TERMS UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (c) LOSS OF GOODWILL OR REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL PROVIDER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED $500.
9. Term and Termination. These Terms are binding upon the Parties as of the Effective Date and, unless terminated earlier pursuant to the express provisions herein, will continue in effect until the expiration of the Trial Period. Either Party may terminate these Terms at any time, without cause, upon one (1) days’ prior written notice. Upon termination, Customer’s access to the Services will cease. This Section 9 and Sections 1(b), 5, 6, 7, 8, 9, and 10 survive any termination or expiration of these Terms.
10. Governing Law and Venue; Miscellaneous.
(a) Governing Law; Venue. These Terms are governed by and construed in accordance with the internal laws of the State of Georgia without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Georgia. Any legal suit, action, or proceeding arising out of or related to these Terms or the licenses granted hereunder will be instituted exclusively in the federal courts of the United States or the courts of the State of Georgia, in each case located in Fulton County, and each Party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.
(b) Miscellaneous. These Terms constitute the entire agreement and understanding between the Parties hereto with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter. Any notices to us must be sent to our address first set forth above and must be delivered either in person, by certified or registered mail, return receipt requested and postage prepaid, or by recognized overnight courier service, and are deemed given upon receipt by us. Notwithstanding the foregoing, you hereby consent to receiving electronic communications from us. These electronic communications may include notices about applicable fees and charges, transactional information, and other information concerning or related to the Services. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing. The invalidity, illegality, or unenforceability of any provision herein does not affect any other provision herein or the validity, legality, or enforceability of such provision in any other jurisdiction. Any failure to act by us with respect to a breach of these Terms by you or others does not constitute a waiver and will not limit our rights with respect to such breach or any subsequent breaches. These Terms are personal to you and may not be assigned or transferred for any reason whatsoever without our prior written consent and any action or conduct in violation of the foregoing will be void and without effect. We expressly reserve the right to assign these Terms and to delegate any of its obligations hereunder.
User Agreement
TACILENT SERVICES EVALUATION TERMS
Last Modified: October 31, 2024
These Tacilent Services Evaluation Terms (these “Terms”) are a binding contract between you (“Customer,” “you,” or “your”) and TACILENT INC, a Delaware Corporation with offices located at 3480 Preston Ridge Road, Suite 500, Alpharetta, GA, 30005 (“Provider,” “we,” “our,” or “us”). We may refer to you and us as a “Party” and, collectively, as the “Parties.” These Terms govern your access to and use of the Services (defined below), which you desire to access and use solely for your internal evaluation purposes during the Trial Period (defined below).
THIS AGREEMENT TAKES EFFECT BY ACCESSING OR USING THE SERVICES (the “Effective Date”). BY ACCESSING OR USING THE SERVICES YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS; (B) REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THESE TERMS AND, IF ENTERING INTO THESE TERMS FOR AN ORGANIZATION, THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THAT ORGANIZATION; AND (C) ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY THEM.
IF YOU DO NOT ACCEPT THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES.
1. Access and Use.
(a) Provision of Access. Subject to these Terms, Provider hereby grants Customer a non-exclusive, non-sublicensable, non-transferable right for no greater than five (5) days following the Effective Date (the “Trial Period”) to access and use the cloud-based services made available to you by Provider hereunder (the “Services”) solely for internal testing by employees of Customer who Customer permits to access and use the Services for such purposes (“Authorized Users”). These Terms do not provide a commercial access grant and Customer’s access to and use of the Services after the Trial Period is subject to the Parties entering into and executing a separate agreement for the provision of the Services.
(b) Use Restrictions. Customer shall not use the Services for any purposes beyond the scope of the access granted in these Terms. Customer shall not at any time, directly or indirectly, and shall not permit any Authorized Users to: (i) copy, modify, or create derivative works of the Services, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services to anyone other than Authorized Users; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (iv) remove any proprietary notices from the Services; or (v) use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.
(c) Reservation of Rights. Provider reserves all rights not expressly granted to Customer in these Terms. Except for the limited rights and licenses expressly granted under these Terms, nothing in these Terms grants, by implication, waiver, estoppel, or otherwise, to Customer or any third party, any intellectual property rights or other right, title, or interest in or to the Services or any and all intellectual property provided to Customer or any Authorized User in connection with the foregoing.
2. Customer Responsibilities. Customer is responsible and liable for all uses of the Services resulting from access provided by Provider hereunder, directly or indirectly, whether such access or use is permitted by or in violation of these Terms. Customer agrees to indemnify, defend, and hold Provider, its officers, directors and employees harmless from any losses (including attorneys’ fees) that result from any third party claims related to Customer’s (or its Authorized Users’) access, use, or misuse of the Services, or any act or omission by Customer or its Authorized Users in violation of these Terms.
3. Support. Provider has no obligation under these Terms to provide support, maintenance, upgrades, modifications, or new releases of the Services to Customer.
4. No Evaluation Fee. The Parties agree that no fees will be payable under these Terms in exchange for the access granted under these Terms. Customer acknowledges and agrees that this fee arrangement is made in consideration of the mutual covenants set forth in these Terms, including, without limitation, the disclaimers, exclusions, and limitations of liability set forth herein.
5. Confidential Information. Each Party agrees that all sensitive or proprietary information related to a Party’s business affairs and products constitute the confidential information of such Party. A Party shall not access or use the aforementioned confidential information other than as necessary to exercise its rights or perform its obligations under and in accordance with these Terms and shallsafeguard such confidential information from unauthorized use, access, or disclosure using at least the degree of care it uses to protect its similarly sensitive information and in no event less than a reasonable degree of care.
6. Intellectual Property Ownership; Feedback; Privacy.
(a) Provider IP. Customer acknowledges that, as between Customer and Provider, Provider owns all right, title, and interest, including all intellectual property rights, in and to the Services.
(b) Customer Data. Provider acknowledges that, as between Provider and Customer, Customer owns all right, title, and interest, including all intellectual property rights, in and to, other than Aggregated Statistics (defined below), information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of Customer or an Authorized User through the Services (“Customer Data”). Customer hereby grants to Provider a non-exclusive, royalty-free, worldwide license to reproduce, distribute, and otherwise use and display the Customer Data and perform all acts with respect to the Customer Data as may be necessary for Provider to provide the Services to Customer.
(c) Aggregated Statistics. Notwithstanding anything to the contrary in these Terms, Provider may monitor Customer’s use of the Services and collect and compile data and information related to Customer’s use of the Services that is used by Provider in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the Services (“Aggregated Statistics”). As between Provider and Customer, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by Provider. Customer acknowledges that Provider may compile Aggregated Statistics based on Customer Data input into the Services. Customer agrees that Provider may (i) make Aggregated Statistics publicly available in compliance with applicable law, and (ii) use Aggregated Statistics to the extent and in the manner permitted under applicable law; provided that such Aggregated Statistics do not identify Customer or Customer’s Confidential Information.
(d) Feedback. Customer may provide feedback on its use of the Services and may suggest or recommend changes to the Services, including without limitation, new features or functionality relating thereto (collectively, the “Feedback”). Provider is free to use such Feedback irrespective of any other obligation or limitation between the Parties governing such Feedback. All Feedback is and will be treated as the confidential information of Provider. Customer agrees to and does hereby assign to Provider on Customer’s behalf, and on behalf of its Authorized Users, all right, title, and interest in, and Provider is free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although Provider is not required to use any Feedback.
7. Disclaimer of Warranties. Customer acknowledges that Customer has not paid for the Services and, therefore, THE SERVICES ARE PROVIDED “AS IS” AND PROVIDER HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. PROVIDER SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. PROVIDER MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE.
8. Limitations of Liability. IN NO EVENT WILL EITHER PARTY BE LIABLE UNDER OR IN CONNECTION WITH THESE TERMS UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (c) LOSS OF GOODWILL OR REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL PROVIDER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED $500.
9. Term and Termination. These Terms are binding upon the Parties as of the Effective Date and, unless terminated earlier pursuant to the express provisions herein, will continue in effect until the expiration of the Trial Period. Either Party may terminate these Terms at any time, without cause, upon one (1) days’ prior written notice. Upon termination, Customer’s access to the Services will cease. This Section 9 and Sections 1(b), 5, 6, 7, 8, 9, and 10 survive any termination or expiration of these Terms.
10. Governing Law and Venue; Miscellaneous.
(a) Governing Law; Venue. These Terms are governed by and construed in accordance with the internal laws of the State of Georgia without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Georgia. Any legal suit, action, or proceeding arising out of or related to these Terms or the licenses granted hereunder will be instituted exclusively in the federal courts of the United States or the courts of the State of Georgia, in each case located in Fulton County, and each Party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.
(b) Miscellaneous. These Terms constitute the entire agreement and understanding between the Parties hereto with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter. Any notices to us must be sent to our address first set forth above and must be delivered either in person, by certified or registered mail, return receipt requested and postage prepaid, or by recognized overnight courier service, and are deemed given upon receipt by us. Notwithstanding the foregoing, you hereby consent to receiving electronic communications from us. These electronic communications may include notices about applicable fees and charges, transactional information, and other information concerning or related to the Services. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing. The invalidity, illegality, or unenforceability of any provision herein does not affect any other provision herein or the validity, legality, or enforceability of such provision in any other jurisdiction. Any failure to act by us with respect to a breach of these Terms by you or others does not constitute a waiver and will not limit our rights with respect to such breach or any subsequent breaches. These Terms are personal to you and may not be assigned or transferred for any reason whatsoever without our prior written consent and any action or conduct in violation of the foregoing will be void and without effect. We expressly reserve the right to assign these Terms and to delegate any of its obligations hereunder.