deployra

Deployra Terms of Service

Effective date: January 15, 2025

Thank you for using Deployra! We're happy you're here. Please read this Terms of Service agreement carefully before accessing or using Deployra.

Welcome and thank you for your interest in Deployra. These Terms of Service (this "Agreement") describes the terms and conditions that apply to your use of our website located at deployra.com and its subdomains (collectively, the "Website") and the products, services, content and other resources available on or enabled via our Website (collectively, the "Deployra Services"). By registering for an account, clicking the "I Accept" button, or using the Deployra Services in any way, you or the entity you represent (the "Customer") are unconditionally consenting to be bound by and becoming a party to this Agreement with Deployra. If you are entering into this Agreement on behalf of an entity, you represent and warrant that you have the authority to bind such entity to these terms.

IF YOU SUBSCRIBE TO ANY FEATURE OR FUNCTIONALITY OF THE DEPLOYRA SERVICES, THEN YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW FOR ADDITIONAL PERIODS OF THE SAME DURATION AS THE INITIAL TERM AT DEPLOYRA'S THEN CURRENT FEES FOR SUCH FEATURES AND FUNCTIONALITY UNLESS YOU OPT OUT OF THE AUTOMATIC RENEWAL PROCESS.

1. Deployra Services

Subscription to the Deployra Services

Subject to the terms and conditions of this Agreement, Deployra hereby grants to Customer, during the applicable Subscription Term, a non-sublicensable, non-transferable, non-exclusive subscription to, solely for Customer's internal use: (a) access and use the applicable Deployra Services; (b) internally use and reproduce the Documentation; (c) grant Authorized Users the right to access and use such Deployra Services; and (d) use the Documentation to assist Deployra with the provision of support services.

Access

Subject to Customer's payment of the applicable Deployra Fees, Deployra will provide Customer with access to the applicable Deployra Services during the Subscription Term. Customer shall use commercially reasonable efforts to prevent unauthorized access to, or use of, the Deployra Services and notify Deployra promptly of any such unauthorized use known to Customer.

Restrictions

Customer will not, and will not permit any Authorized User or other party to:

  • Knowingly interfere with or disrupt the integrity or performance of the Deployra Services or the data contained therein
  • Reverse engineer, disassemble or decompile any component of the Deployra Services
  • Interfere in any manner with the operation of the Deployra Services or the hardware and network used to operate the Deployra Services
  • Sublicense any of Customer's rights under this Agreement, or otherwise use the Deployra Services for the benefit of a third party
  • Modify, copy or make derivative works based on any part of the Deployra Services
  • Otherwise use the Deployra Services in any manner that exceeds the scope of use permitted under this Agreement

Support

Subject to the terms of this Agreement, Deployra shall use commercially reasonable efforts to provide services and support as described in the plan selected by Customer.

2. Ownership

Deployra Technology

Customer acknowledges that Deployra retains all right, title and interest in and to the Documentation and all software and all Deployra proprietary information and technology used by Deployra or provided to Customer in connection with the Deployra Services (the "Deployra Technology"), and that the Deployra Technology is protected by Intellectual Property Rights owned by or licensed to Deployra. Other than as expressly set forth in this Agreement, no license or other rights in the Deployra Technology are granted to Customer.

Customer Data

The Customer Data hosted by Deployra as part of the Deployra Services, and all worldwide Intellectual Property Rights therein, is the exclusive property of Customer. Customer hereby grants to Deployra a non-exclusive, worldwide, royalty-free and fully paid license (a) to use the Customer Data as necessary for purposes of providing the Deployra Services to Customer and improving the Deployra Services, and (b) to use the Customer trademarks, service marks, and logos as required to provide the Deployra Services to Customer. All rights in and to the Customer Data not expressly granted to Deployra in this Agreement are reserved by Customer.

3. Fees and Expenses; Payments

In consideration for the access rights granted to Customer and the services performed by Deployra under this Agreement, Customer will pay to Deployra the Deployra Fees. All fees hereunder are billed in advance on a monthly basis. Deployra reserves the right (in addition to any other rights or remedies Deployra may have) to discontinue the Deployra Services, in whole or in part, and suspend all Authorized Users' and Customer's access to the Deployra Services, in whole or in part, if any Deployra Fees are not paid in full.

The fees are exclusive of, and Customer will pay, all sales, use, excise and other taxes and applicable export and import fees, customs duties and similar charges that may be levied upon Customer in connection with this Agreement, except for employment taxes for Deployra employees and taxes based on Deployra's net income.

Any amounts not paid when due shall bear interest at the rate of one and one-half percent (1.5%) per month, or the maximum legal rate if less.

4. Customer Content and Responsibilities

Customer Warranty

Customer represents and warrants that any Customer Data hosted by Deployra as part of the Deployra Services shall not (a) infringe, misappropriate or violate any Intellectual Property Rights, publicity/privacy rights, law or regulation; (b) be deceptive, defamatory, obscene, pornographic or unlawful; (c) contain any viruses, worms or other malicious computer programming codes intended to damage, surreptitiously intercept or expropriate any system, data or personal or personally identifiable information; or (d) otherwise violate the rights of a third party.

Customer Responsibility for Data and Security

Deployra is not obligated to back up any Customer Data; the Customer is solely responsible for creating backup copies of any Customer Data at Customer's sole cost and expense. Customer and its Authorized Users shall have access to the Customer Data and shall be responsible for all changes to and/or deletions of Customer Data and the security of all passwords and other access protocols required in order the access the Deployra Services. Customer shall have the ability to export Customer Data out of the Deployra Services and is encouraged to make its own back-ups of the Customer Data. Customer, and not Deployra, shall have the sole responsibility for the accuracy, quality, integrity, legality, reliability, security and appropriateness of all Customer Data.

Intellectual Property Infringement Claims

It is Deployra's policy to terminate membership privileges of any Customer who repeatedly infringes copyright, trademark, or other intellectual property rights upon prompt notification to Deployra by the respective intellectual property owner or their legal agent. If you believe that your work has been copied and posted on the Deployra Services in a way that constitutes intellectual property rights infringement, please contact our designated agent at [email protected] with detailed information about the alleged infringement.

5. Disclaimer

EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE DEPLOYRA SERVICES AND DOCUMENTATION ARE PROVIDED "AS IS," "AS AVAILABLE," AND WITH ALL FAULTS, AND DEPLOYRA AND ITS AFFILIATES, SUPPLIERS, CONTRACTORS, AND LICENSORS HEREBY DISCLAIM ALL OTHER WARRANTIES, REPRESENTATIONS, OR CONDITIONS, RELATING TO THE DEPLOYRA SERVICES AND DOCUMENTATION WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. DEPLOYRA DOES NOT WARRANT THAT ALL ERRORS CAN BE CORRECTED, OR THAT OPERATION OF THE DEPLOYRA SERVICES SHALL BE UNINTERRUPTED, SECURE, OR ERROR-FREE.

6. Limitation of Liability

IN NO EVENT WILL DEPLOYRA OR ITS AFFILIATES, SUPPLIERS, CONTRACTORS, OR LICENSORS BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, OR INDIRECT DAMAGES, INCLUDING LOST PROFITS, IN CONNECTION WITH THIS AGREEMENT OR THE DEPLOYRA SERVICES, EVEN IF PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, DEPLOYRA'S AND ITS AFFILIATES', SUPPLIERS', CONTRACTORS', AND LICENSORS' AGGREGATE CUMULATIVE LIABILITY UNDER OR RELATING TO THIS AGREEMENT (INCLUDING THE DEPLOYRA SERVICES) WILL NOT EXCEED THE SUM OF ALL AMOUNTS PAID AND PAYABLE BY CUSTOMER TO DEPLOYRA FOR THE USE AND ACCESS TO THE DEPLOYRA SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT WHICH GAVE RISE TO THE APPLICABLE CLAIM.

7. Indemnification

Customer will defend at its expense any suit brought against Deployra, and will pay any settlement Customer makes or approves, or any damages finally awarded in such suit, insofar as such suit is based on a claim arising out of or relating to (a) any use of the Deployra Services not in accordance with this Agreement or as specified in the Documentation; (b) any use of the Deployra Services in combination with other products, equipment, software or data not supplied by Deployra; (c) any modification of the Deployra Services by any person other than Deployra or its authorized agents; or (d) Customer's breach of the Customer Warranty section.

8. Term and Termination

This Agreement commences on the Effective Date and will remain in effect until terminated by either party as set forth below. Either party may terminate this Agreement for no reason or any reason upon written notice to the other party, effective immediately at the end of the then current Subscription Term.

Upon termination or expiration of this Agreement for any reason: (a) all rights and obligations of both parties, including all licenses granted hereunder, shall immediately terminate; (b) any amounts owed to Deployra under this Agreement will become immediately due and payable; and (c) each party will return to the other all property (including any Confidential Information and Customer Data) of the other party. The sections titled Ownership, Fees and Expenses; Payment, Disclaimer, Limitation of Liability, Indemnification, and Miscellaneous will survive expiration or termination of this Agreement for any reason.

9. Miscellaneous

This Agreement and any action related thereto will be governed and interpreted by and under the laws of the State of California, without giving effect to any conflicts of laws principles that require the application of the law of a different jurisdiction. Customer hereby expressly consents to the personal jurisdiction and venue in the state and federal courts for the county in which Deployra's principal place of business is located for any lawsuit filed there against Customer by Deployra arising from or related to this Agreement.

If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will remain enforceable and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.

This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matters hereof and supersedes and merges all prior discussions between the parties with respect to such subject matters. No modification of or amendment to this Agreement, or any waiver of any rights under this Agreement, will be effective unless in writing and signed by an authorized signatory of Customer and Deployra.

10. Agreement Updates

When changes are made, Deployra will make a new copy of this Agreement available on the Services and will also update the "Last Updated" date at the top of this Agreement. For any material changes, Deployra will send Customer an updated copy of this Agreement to the email address tied to Customer's account. Unless otherwise stated in such update, any changes to this Agreement will be effective immediately for new customers and thirty (30) days after posting for existing customers. IF CUSTOMER DOES NOT AGREE TO ANY CHANGE(S) AFTER RECEIVING A NOTICE OF SUCH CHANGE(S), CUSTOMER SHALL STOP USING THE DEPLOYRA SERVICES.

11. Definitions

  • "Authorized User" means each of Customer's employees, agents, and independent contractors who create or are provided usernames and passwords and permitted hereunder to access the Deployra Services pursuant to Customer's rights under this Agreement.
  • "Documentation" means the technical materials provided or made available by Deployra to Customer in hard copy or electronic form that describe the features, functionality or operation of the Deployra Services.
  • "Effective Date" means the date on which Customer first began using the Deployra Services.
  • "Deployra Fees" means the then current fees for the Deployra Services as published on our website.
  • "Customer Data" means any data and/or other content provided or developed by or on behalf of Customer and used with the Deployra Services.
  • "Subscription Term" means a month-long subscription for the applicable Deployra Services, which shall renew on a monthly basis until terminated.

12. Contact Us

If you have any questions about these Terms or if you wish to make any complaint or claim with respect to the Services, please contact us at: [email protected]

When submitting a complaint, please provide a brief description of the nature of your complaint and the specific services to which your complaint relates.

Last updated: January 15, 2025