STYRA, INC.
Last updated: February 9, 2018
DEVELOPER TERMS OF SERVICE
Welcome, and thank you for your interest in Styra, Inc. ("Styra," "we," or "us"). These Developer Terms of Service (the "Developer Terms"), together with the Styra Privacy Policy privacy (the "Privacy Policy" and together with the Developer Terms, the "Agreement"), govern your use of our website at styra.com (the "Website") and the then-current version of the Styra service available through the Website (the "Service").
You must accept this Agreement to get access to the Service, and by accessing or using any portion of the Service, you further agree to be bound by this Agreement with respect to such access and use. If you do not agree, you may not use the Service.
- Access and Use.
- The Service. In order to use the Service, you must register for an account and be issued developer key by Styra ("Key"). You must provide accurate, current, and complete information in connection with your registration, and maintain such information as current during the Term. Subject to your complete and ongoing compliance with this Agreement, Styra grants you a limited, nonexclusive, non-transferable, non-sublicensable, revocable permission during the Term to access and use the Service, solely for the purpose of configuring and generating context driven authorization rulesets, including by using a valid and current Key to submit API calls compliant with Styra's then-current API specifications ("Specs"). You may not share your access credentials or Key with any other person and you will remain responsible to Styra for any activity on the Service through your access credentials or Key. You must inform Styra promptly if you believe that your access credentials or Key have been compromised or used without your authorization.
- Third Party Services. The Service includes features that you to enable the Service to connect to your accounts on various supported third party services ("Accounts") for the purpose of managing authorization rulesets as they pertain to those Accounts. By enabling such connection, you are authorizing Styra as your agent to access and any such enabled Accounts and the systems and content thereon on your behalf as reasonably necessary for that purpose, and you represent and warrant that you have the right to grant Stya that access. If for any reason Styra is blocked from accessing any Account, You will no longer be able to use the Service to manage and configure authorization rulesets on that Service.
- Usage Guidelines. You must not use the Service to transmit unlawful or otherwise objectionable material, transmit viruses or other harmful computer code, interfere with the performance of the Service or the data contained therein, infringe third party rights, attempt to gain unauthorized access to the Service or networks related to the Service, or interfere with another's use of the Service. You must not modify, copy, or make derivative works based on the Service; disassemble, reverse engineer, or decompile the Service; create "links" to or from the Service, or "frame" or "mirror" any of Styra's content, or access the Service to build a competitive service, reproduce features of the Service, or resell the Service. You may not make any copies of any portion of the Service in any manner (including by screenshot or screencast, photo, video, or audio recordings), or enable any other person to access or use any portion of the Service, including through screencast, live streaming, or otherwise. In addition, your use of the Service is subject to the then-current version of any additional usage guidelines or restrictions that Styra may make available to you from time to time, and all such guidelines shall be deemed incorporated into this Agreement by reference. Your use of the Service may be subject to additional restrictions, including with respect to Styra's then-current limitations on API calls by number, frequency, complexity or other metric. Without limiting the generality of the foregoing, Styra may limit, throttle, meter, or reject API calls for any reason or no reason.
- Feedback. In the event that you provide Styra with any feedback regarding your experience with the Service, including by reporting any errors you encounter, providing suggestions for modifications and enhancements, and summarizing the overall result of your evaluation ("Feedback"), then you hereby grant Styra an unrestricted, unlimited, worldwide, nonexclusive, transferable, sublicensable, fully paid up, royalty free, sublicensable (through multiple tiers) right and license to use or act upon any such Feedback, including to reproduce, distribute, publicly perform, publicly display, and prepare derivatives of the Feedback, and to make, have made, use, sell, offer for sale, and import any product or service, and to practice any method disclosed in the Feedback. You understand that Feedback is provided to Styra on a non-confidential basis, notwithstanding any indication to the contrary in any accompanying communication.
- Reservation of Rights. Styra retains all its rights, title, and interest, including all intellectual property rights, in and to the Service. You acknowledge that Styra may track usage of the Service ("Tracking Data"). Styra retains an unrestricted right to use for any purpose the Tracking Data, and any analytical results derived from your use of the Service or the provision or processing of Tracking Data.
- User Content.
- User Content License. Certain features of the Service may permit you to upload content to the Service, including messages, reviews, photos, video, images, folders, data, text, and other types of works ("User Content") and to publish User Content on the Service. You retain any copyright and other proprietary rights that you may hold in the User Content that you post to the Service. By providing User Content to or via the Service, you grant Styra a worldwide, non-exclusive, irrevocable, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify for the purpose of formatting for display, and distribute your User Content, in whole or in part, in any media formats and through any media channels now known or hereafter developed.
- User Content Representations and Warranties. Styra disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via the Service. By providing User Content via the Service, you affirm, represent, and warrant that you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize Styra and users of the Service to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section, in the manner contemplated by Styra, the Service, and this Agreement, and that Styra's exercise of those rights will not infringe or violate the rights of any other person..
- Takedown notices. If you believe that any content available on the Styra Services infringes your copyrights, send a takedown notice compliant with the requirements of the Digital Millennium Copyright Act ("DMCA"), and Styra will respond expeditiously. It is Styra's policy to terminate accounts for any user that is determined to be a repeat infringer.
- Third Parties. The Service may enable you to interact with third parties in connection with your project planning activities. Any such interactions, including any transactions you may consummate with any such third party, are solely between you and the applicable third party. Styra is not affiliated with or responsible for any such third party and makes no representations or warranties regarding such third parties, including with respect to their fitness, competence, background, record, solvency, ability, or otherwise. Nothing on the Service (including without limitation any information regarding the structure or terms related to any such transactions) is intended as legal advice or support with respect to such transactions. You should use your own judgement and obtain qualified representation in connection with consummation of any such transaction.
- Confidentiality. The Service and any information or materials you may obtain access to in connection with your use of the Service (including your Key and any Feedback), are all Styra Confidential Information and may not be used for any purpose other than permitted use of the Service, or shared with any other person or company. You may not (i) disclose, publish, or disseminate Confidential Information to anyone (ii) perform any benchmarking test or similar comparative research, (iii) publish or share any review, results, opinions, or summaries of the Service or any Confidential Information.
- DISCLAIMER; LIMITATION OF LIABILITY. THE SERVICE AND ANY OUTPUT GENERATED BY THE SERVICE ARE PROVIDED "AS IS" AND AS AVAILABLE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, STYRA HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE SERVICE OR ANY MATERIALS GENERATED FROM THE SERVICE SHALL BE ERROR-FREE, MEET ANDY PARTICULAR SPECIFICATIONS OR REQUIREMENTS, OR THAT ACCESS TO THE SERVICE WILL BE UNRESTRICTED OR UNINTERRUPTED. STYRA MAKES NO GUARANTEE OF ANY PARTICUALR RESULTS, AND STYRA DOES NOT WARRANT THAT ANY TOOLS OR SERVICES AVAILABLE THROUGH THE SERVICE, OR OUTPUT THEREFROM WILL MEET YOUR NEEDS OR YIELD USEFUL RESULTS, WILL SUPPORT ANY PARTICULAR FEATURES (INCLUDING INTEROPERATION WITH ANY PARTICULAR THIRD PARTY SERVCE), OR THAT ANY INFORMATION AVAILABLE ON THE SERVICE, WILL BE ACCURATE, COMPLETE, RELIABLE OR APPLICABLE TO THE SPECIFICS OF YOUR PARTICULAR PROJECT. IN NO EVENT SHALL STYRA HAVE ANY DIRECT OR INDIRECT LIABILITY TO YOU FOR ANY REASON UNDER THIS AGREEMENT, INCLUDING ANY LOST PROFITS, LOSS OF DATA, LOSS OF USE, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. You agree to indemnify and hold harmless Styra and its affiliates, suppliers, customers, and successors from and against any and all harms, damages, expenses, costs, and expenses arising out of or in connection with your use of the Service or any materials generated therefrom. You acknowledge that the limitations of liability and the disclaimers of warranties and damages set forth herein form an essential basis of the bargain with Styra, and that they will survive and apply even if found to have failed of their essential purpose, to the greatest extent permissible pursuant to applicable law.
- Modifications. Styra may modify the Service and Specs at any time and makes no representation or warranty that the Service or Specs will include or support any particular features or functions. In addition, Styra may modify this Agreement on a going forward basis at any time for any reason. Modified terms will be made available through the Service and will be effective upon the earlier of (a) your use of the Service with actual knowledge of the revised terms, or (b) thirty days following publication. Notwithstanding the generality of the foregoing, disputes will be resolved pursuant to the version of the Agreement that was in place at the time the dispute arose.
- Term and Termination.
- Term. The term of this Agreement starts on the date on which you first access the Service and shall continue until terminated as described in Section 10 (the "Term").
- Termination. Styra may terminate this Agreement (and your access to the Service and any associated materials) at any time for any reason or no reason. You may terminate this Agreement by notifying Styra in writing and ceasing all access and use of the Service.
- Effect of Termination. Upon expiration or termination of this Agreement for any reason, you must cease using the Service, and return copies of any Confidential Information in your possession. Your right to use materials generated through use of the Service during the Term will survive any termination, other than Styra's termination for your breach.
- Survival. Any provisions that by their nature or express terms survive expiration or termination of this Agreement will survive any expiration or termination of the Agreement. Your obligations of confidentiality with respect to Confidential Information obtained or created during the Evaluation Period will survive indefinitely, notwithstanding any eventual publication of a commercial or production version of the Service.
- Governing Law. This Agreement is governed by the laws of the State of California without regard to conflict of law principles. You and Styra agree to submit any dispute arising hereunder to the personal and exclusive jurisdiction of the state courts and federal courts located within Santa Clara County, California for the purpose of litigating any such dispute. The parties agree that the Uniform Computer Information Transaction Act (or any statutory implementation of it) and the United Nations Convention on the International Sale of Goods will not apply with respect to these Terms or the parties' relationship.
- Entire Understanding; Conflicts. This Agreement is the entire and exclusive understanding and agreement between you and Styra regarding your use of the Service, and it cannot be amended except as provided herein or as mutually agreed in writing between the parties.
- Assignment. You may not assign or transfer this Agreement or your rights under this Agreement, in whole or in part, by operation of law or otherwise, without Styra's prior written consent. Styra may assign this Agreement at any time without notice or consent. Any transfer or assignment of this Agreement in violation of the foregoing shall be null and void. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties and their respective successors or permitted assigns.
- Miscellaneous. Use of section headers in this Agreement is for convenience only and will not have any impact on the interpretation of any provision. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of this Agreement, or any provision of this Agreement, be a waiver of any subsequent breach or default or a waiver of the provision itself. If any part of this Agreement is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.