Kronologic End User License Agreement & Terms Governing Use
Last Revised: September, 2018
Welcome to Kronologic!
These Kronologic Service Terms (these “Terms”) explain the relationship between Kronologic, Inc. (“Kronologic”, “we” or “us”) and you when you (i) access and use Kronologic.ai software, applications, and its related domains (together, the “Site”) and/or (ii) download, install, use and in some cases purchase Kronologic’s proprietary software applications (including all related documentation, updates and upgrades) and any other services offered through the Site (collectively, the “Kronologic Services”).
These Terms govern visitors’ access to and use of the public areas of the Site, as well as access to and use of the Kronologic Services. Unless otherwise indicated, “Kronologic Services” as used throughout these Terms includes the public areas and the Kronologic Services. For the purposes of these Terms, “you” or “your” refers to you as a visitor to or registered user of the Kronologic Services.
The Kronologic Services are owned by Kronologic and are licensed, not sold, to you. Subject to your payment of all applicable fees, Kronologic grants to you a personal, nonexclusive, nontransferable, limited license (without the right to sublicense) to access and use the Kronologic Services and Site and to access, download, install and use the Kronologic Services subject to the limitations set forth in these Terms, any relevant purchase order or ordering document related to the Kronologic Services (“Order Form”) and any and all other terms and policies set forth in the Kronologic Services. You acknowledge that the source code for the Kronologic Services and other trade secrets embodied in the Kronologic Services have not been and will not be licensed or otherwise disclosed to you. All rights not expressly granted herein are reserved by Kronologic.
Use of Kronologic Services.
Unless you are visiting only the public areas of the Site, you are required to register and create an account to use the Kronologic Services (“Account”). You agree that you will maintain and update your registration and account information to ensure it is current, complete and accurate and that we have the right to terminate your Account and use of the Kronologic Service if you provide untrue, incomplete or inaccurate information.
Kronologic is responsible for providing the Kronologic Services in accordance with these Terms and all applicable laws, rules and regulations.
The Kronologic Services allow you to upload, transmit and use information and other content to and through the Kronologic Services (collectively, “Your Content”). You are solely responsible for the accuracy, quality, legality and means by which you acquired Your Content. You understand that Kronologic will use Your Content to provide the Kronologic Services to you. You have or will obtain all rights necessary to provide Your Content to Kronologic and you hereby grant Kronologic a worldwide license to use, reproduce, transmit, display and adapt your Content as necessary for Kronologic to provide the Kronologic Services to you in accordance with these Terms.
Should you purchase a Kronologic Subscription directly through the site https://kronologic.ai/ with a credit or debit card, you shall pay Kronologic for the Kronologic Services at the then-current rates as described at www.kronologic.ai/priceing (“Fee Schedule”). Kronologic reserves the right to change the Fee Schedule upon thirty (30) days advance notice to you. Should your Kronologic Subscription(s) have been purchased via a Service Order, You shall pay Kronologic for the Kronologic Services at the rates as described in the applicable Service Order.
We warrant that we have validly entered into these Terms and have the legal power to do so. You warrant that (i) you have validly entered into these Terms and have the legal power to do so and (ii) you have all necessary rights, licenses, consents and permissions to use Your Content with the Kronologic Services.
Limitation of Liability.
KRONOLOGIC’S LIABILITY WITH RESPECT TO ANY SINGLE INCIDENT ARISING OUT OF OR RELATED TO THE DELIVERY, USE OR PERFORMANCE OF THE KRONOLOGIC SERVICES OR THESE TERMS (WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY) WILL NOT EXCEED THE AMOUNT PAID BY YOU HEREUNDER IN THE TWELVE (12) MONTHS PRECEDING THE INCIDENT; PROVIDED THAT IN NO EVENT SHALL Kronologic’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS (WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY) EXCEED THE TOTAL AMOUNT PAID BY YOU HEREUNDER. THE FOREGOING LIMITATION WILL NOT LIMIT YOUR PAYMENT OBLIGATIONS.
The Kronologic Services, including the "look and feel" (e.g., text, graphics, images, logos), content and other material, are protected under copyright, trademark and other laws. You acknowledge and agree that Kronologic owns all right, title and interest in and to the Kronologic Services (including without limitation any and all patent, copyright, trade secret, trademark, show-how, know-how and any and all other intellectual property rights therein or related thereto) and you agree not to take any action(s) inconsistent with such ownership interests. You do not acquire any rights or licenses under any of Kronologic’s copyrights, patents, patent applications, copyrights, trade secrets, trademarks or other intellectual property rights on account of these Terms. Any and all (a) suggestions for correction, change and modification to the Kronologic Services, evaluation data, evaluations and other feedback (including but not limited to quotations of written or oral feedback, information and reports provided to Kronologic by you (collectively, “Feedback”)), and all (b) improvements, updates, modifications or enhancements, whether made, created or developed by Kronologic or otherwise relating to the Kronologic Services (collectively, “Revisions”), are and will remain the property of Kronologic. You acknowledge and expressly agree that any contribution of Feedback or Revisions does not and will not give or grant you any right, title or interest in the Kronologic Services or in any such Feedback or Revisions. All Feedback and Revisions become the sole and exclusive property of Kronologic and Kronologic may use and disclose Feedback and Revisions in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to Kronologic any and all right, title and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights, and any and all other intellectual property rights) that you may have in and to any and all Feedback and Revisions. Upon request by Kronologic, you will execute any document, registration or filing required to give effect to the foregoing assignment. In addition, Kronologic shall have the right to copy, use, distribute, and display any information, analysis, statistics and other data generated by the Kronologic Services (or derived from your use of the Kronologic Services), including compilation of aggregated statistics about the Kronologic Services; provided, however, that Kronologic shall not publicly disclose or distribute any such data unless such data is in an aggregated form that would not permit a third party to identify the data as associated with you.
You agree to indemnify and defend Kronologic and its affiliates, directors, officers, employees and agents from and against all Claims brought against Kronologic by any third party arising from your use of the Kronologic Services or any violation of these Terms, the rights of a third party or applicable law. Your indemnification obligations apply to any applicable actions taken under your Account. Kronologic reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification hereunder. In any event, no settlement that affects the rights or obligations of Kronologic may be made without Kronologic’s prior written approval.
Modifications to Terms.
We may modify these Terms at any time. Modifications become effective immediately upon your first access to or use of the Kronologic Services. Your continued access or use of the Kronologic Services after the modifications become effective is deemed your conclusive acceptance of the modified Terms.
These Terms will automatically terminate when you fail to comply with any term or condition of these Terms. Upon termination, you will cease all use of the Kronologic Services and will destroy any copy (full or partial) of any and all parts of the Kronologic Services in your possession or control. Termination will not limit any of Kronologic’s other rights or remedies at law or in equity.
You agree that you will not export or re-export, directly or indirectly, the Kronologic Services and/or other information or materials provided by Kronologic hereunder, to any country for which the United States or any other relevant jurisdiction requires any export license or other governmental approval at the time of export without first obtaining such license or approval. You are responsible for and hereby agree to comply at your sole expense, with all applicable United States export laws and regulations. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
U.S. Government Restricted Rights.
The Kronologic Services are “commercial computer software” and “commercial computer software documentation” as such terms are used in United States Federal Acquisition Regulations Section 12.212. Any use, duplication or disclosure of the Kronologic Services by or on behalf of the U.S. Government is subject to restrictions as set forth in these Terms.
You are solely responsible for any and all duties, taxes, levies or fees (including any sales, use or withholding taxes) imposed on or in connection with these Terms or the Kronologic Services by any authority.
You agree that a breach or a threatened breach of these Terms will cause injury to Kronologic for which money damages will not provide an adequate remedy and Kronologic will be entitled to seek equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security or proof of damages.
Notice to California Residents.
Under California Civil Code Section 1789.3, California residents are entitled to the following specific consumer rights information: The provider of the website is Kronologic.ai.