Effective Date: February 1, 2022
Last Updated: February 1, 2022
These Terms of Service govern your access and use of the DataGrail website located at datagrail.io (the “Site”). These Terms of Services expressly do not govern the subscription services offered through the DataGrail Platform, which are subject to the DataGrail Master Services Agreement to be executed between DataGrail, Inc. (“we” or “DataGrail”) and its subscribing customers.
1. Acceptance of Terms of Service
Your use of the Site constitutes your acceptance of these Terms of Service. DataGrail reserves the right to change, modify, add to, or remove portions of these Terms of Service in its sole discretion. Any modification shall be effective immediately upon the uploading of a modified Terms of Service as reflected in the “Last Updated” date contained above. Your continued use of the Site after modified Terms of Service have been posted constitute your acceptance. If the modified Terms of Service are not acceptable to you, your sole recourse is to discontinue your use of the Site.
2. Idea Submissions License
We consider any suggestions, ideas, proposals, content or other material or information submitted by you, whether solicited or unsolicited, (collectively, the “Feedback”) to be non-confidential and non-proprietary. We shall not be liable for the disclosure, use or exploitation of such Feedback. You hereby grant to DataGrail a worldwide, non-exclusive, perpetual, irrevocable, royalty-free and transferable right and license to incorporate, use, publish and exploit the Feedback for any purpose whatsoever, commercial or otherwise, without compensation or accounting.
3. DISCLAIMER – NOT A SUBSTITUTE FOR LEGAL ADVICE
The content, products, resources, and/or services made available through the Site are not intended to provide legal advice and should NOT be construed as offering such advice.
4. DISCLAIMER OF WARRANTIES
UNLESS OTHERWISE STATED HEREIN AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. DATAGRAIL DOES NOT REPRESENT OR WARRANT THAT THE SITE (I) WILL BE UNINTERRUPTED, TIMELY OR SECURE, (II) WILL BE FREE OF DEFECTS, INACCURACIES OR ERRORS, (III) WILL MEET YOUR REQUIREMENTS, OR (IV) WILL OPERATE IN THE CONFIGURATION OR WITH OTHER HARDWARE OR SOFTWARE. EXCEPT WHERE PROHIBITED BY LAW, DATAGRAIL EXPRESSLY DISCLAIMS ANY AND ALL REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT.
5. DISCLAIMER OF THIRD PARTY CONTENT
DATAGRAIL MAY, AT ITS DISCRETION, HOST OR PROVIDE LINKS, CONTENT, PRODUCTS, WEBSITES OR SERVICES OF THIRD PARTIES (‘THIRD-PARTY CONTENT”) ON THE SITE. DATAGRAIL DISCLAIMS ANY AND ALL LIABILITY FOR SUCH THIRD PARTY CONTENT. TO THE EXTENT PERMITTED BY APPLICABLE LAW, DATAGRAIL MAKES NO WARRANTIES REGARDING ANY THIRD PARTY CONTENT, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT AND WILL NOT BE LIABLE FOR YOUR USE OF OR RELIANCE ON SUCH OTHER THIRD PARTY CONTENT.
6. LIMITATION OF LIABILITY
NEITHER DATAGRAIL NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE WILL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES (INCLUDING DAMAGES FOR LOST PROFITS, SECURITY BREACH, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THE SITE, EVEN IF DATAGRAIL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
7. Prohibited Use.
In your use of the Site, you may not:
Use the Site in any manner that could disable, overburden, damage, or impair the Site or interfere with any other party’s use of the Site, including their ability to engage in real time activities through the Site.
Use any robot, spider or other automatic device, process or means to access the Site for any purpose, including monitoring or copying any of the material on the Site.
Use any manual process to monitor or copy any of the material on the Site or for any other unauthorized purpose without our prior written consent.
Use any device, software or routine that interferes with the proper working of the Site.
Distribute or transmit any code, viruses, trojan horses, worms, logic bombs or other technologies which is malicious or technologically harmful to the Site.
Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Site, the server on which the Site is stored, or any server, computer or database connected to the Site.
Attack the Site via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempt to interfere with the proper working of the Site.
Modify, adapt or hack the Site or modify another website so as to falsely imply that it is associated with DataGrail.
Bypass the Platform’s robot exclusion headers or other measures DataGrail may use to prevent or restrict access to the Site.
Distribute, redistribute, resell or sublicense the content, resources and associated intellectual property made available through the Site for any commercial purpose.
You shall indemnify, defend, and hold harmless DataGrail and its parents, subsidiaries, affiliates, officers, directors, shareholders, employees, attorneys, and each of their respective successors and assigns (the “DataGrail Indemnified Parties”) from and against all damages, losses, liabilities, claims, expenses, fees or costs (including, without limitation, reasonable attorneys’ fees and costs) incurred in connection your breach of these Terms of Service
10. Intellectual Property – Reservation of Rights
DataGrail has and shall retain all right, title and interest in and to the Site, and all content made available through the Site, including, but not limited to, all logos, trademarks, design, text, graphics, images, audio, visual or audiovisual combinations, page headers, buttons, scripts, code, software and other files, and the selection arrangement and organization thereof (collectively “DataGrail Intellectual Property”). Except for the limited right to access the Site for informational purposes, nothing in these Terms of Service or your use of the Site grants you a right or license to use any of DataGrail Intellectual Property. © 2022 DataGrail, Inc. All Rights Reserved.
11. DMCA – NOTICE OF CLAIMED COPYRIGHT INFRINGEMENT
If you have a good faith belief that your copyright has been infringed, notices and counter-notices must meet the then-current statutory requirements imposed by the Digital Millennium Copyright Act (“DMCA”), 17 U.S.C. § 512(c)(3). See Notice of Claimed Infringement requirements at: https://www.copyright.gov/dmca-directory/. Notices and counter-notices should be sent to DataGrail by mail to DataGrail’s DMCA Registered Agent: Attention DMCA Designated Agent, Legal Department, DataGrail, Inc. at 164 Townsend, Suite 12, San Francisco, CA 94107 and by email to [email protected].
These Terms of Service shall be governed by and construed and enforced in accordance with the laws of the State of California, without regard to or application of California’s conflict of law principles. The parties consent to the jurisdiction of the State of California, and venue in San Francisco County, with regard to any controversy or claim arising out of or relating to this Terms of Service, or the breach thereof. Headings are for reference purposes only and do not limit the scope or extent of such sections. The validity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. DataGrail shall not be liable or responsible for any delays in providing the Site as a result of any event beyond its reasonable control, including, without limitation, adverse weather conditions, internet outage or interruption of service, telecommunications or power outage, fire, flood, civil disobedience, labor disruptions, strikes, lockouts, freight, embargoes, terrorism, natural disaster, war or acts of God. These Terms of Service comprises the entire agreement between the Parties with respect to the general non-subscription based use of the Site and supersedes all prior or contemporaneous agreements, written or oral, between the parties regarding the subject matter contained herein. All notices required or permitted to be given under these Terms of Service will be in writing and delivered to: DataGrail, Inc. at 164 Townsend, Suite 12, San Francisco, CA 94107 and by email to [email protected].
13. Complaints – California Residents
If you are a California resident, in accordance with California Civil Code Section 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Affairs of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, California 95814, or by telephone at (800) 952-5210.