(b) Public BetaYou understand and acknowledge that the Software is being provided as a Beta, and is made available on an “AS IS” and “AS AVAILABLE” basis for the purpose of providing Giraffic with feedback on the quality and usability of the Software. The Software may contain errors or inaccuracies that could cause failures, corruption or loss of data and/or information from your computer and from peripherals (including, without limitation, servers and computers) connected thereto. Giraffic strongly encourages you to back-up all data and information on your computer and any peripherals prior to using the Software. YOU ASSUME ALL RISKS AND ALL COSTS ASSOCIATED WITH YOUR USE OF THE SOFTWARE, INCLUDING, WITHOUT LIMITATION, ANY INTERNET ACCESS FEES, BACK-UP EXPENSES, COSTS INCURRED FOR THE USE OF YOUR COMPUTER AND PERIPHERALS, AND ANY DAMAGE TO ANY EQUIPMENT, SOFTWARE, INFORMATION OR DATA. In addition, Giraffic is not obligated to provide any maintenance, technical or other support for the Software.
(c) Changing the Software
Giraffic reserves the right to modify, suspend or stop the service underlying the Software (or any part thereof), either temporarily or permanently, at any time or from time to time, with or without prior notice to you. Without limiting the foregoing, Giraffic may provide notice of any such changes to the Software by posting them on its websites and/or via the Software. You agree that Giraffic shall not be liable to you or any third party for any modification or cessation of the Software. You acknowledge that Giraffic has no express or implied obligation to provide, or continue to provide, the Software, or any part thereof, now or in the future; and in addition, Giraffic may at any time, upon prior notice as required by applicable law, institute charges or fees for the Software.
As part of using the Software, Giraffic will provide you with the opportunity to submit comments, suggestions, or other feedback regarding your use of the Software. You agree that in the absence of a separate written agreement to the contrary, Giraffic will be free to use any feedback you provide for any purpose.
(a) The Software is copyrighted and protected by law and international treaty. You may install and use this Software on a single computer for your internal use only, unless specifically licensed to do otherwise by Giraffic.
(b) All rights not expressly granted by us in this Agreement are reserved. Without limiting the generality of the previous sentence, you may not (i) copy the Software (or any part of the Software), (ii) modify the Software or separate out any of its components for use with other software, (iii) transfer the Software to another person (except that you may transfer the software in connection with a transfer of the computer on which it is installed), (iv) decompile, disassemble, or otherwise reverse engineer or attempt to discover any underlying proprietary information of the Software, or (v) use the Software in any way that violates any applicable federal, state, local, or international law or regulation.
(c) You further acknowledge that "the Giraffic Application" and "Giraffic" are our trademarks and that this license does not grant you any right whatsoever in these trademarks. For example, you have no right to use, copy, modify, or publicly display these trademarks, and you may not remove, alter, or delete such trademarks as are affixed by us to reports, documents, templates, screen shots, etc. generated through use of the Software. Finally, you may not assist or allow anyone to do anything that this Agreement prohibits you from doing.
(d) You understand that the Software is licensed to you and not sold. We retain title to all copies of the Software and all intellectual property rights contained within or embodied by the Software.
You acknowledge that from time to time we may issue upgraded versions of the Software and may automatically download and electronically upgrade the version of the Software running on your computer. This is done to maintain the security of the software, upgrade the protocol and upgrade Software features. You consent to such automatic upgrading, and agree that the terms and conditions of this Agreement will apply to all such upgraded versions. Any upgraded version of the Software will be subject to this Agreement.
4. Operation of the Giraffic Video Accelerator Application and Your Information
(a) You agree that the Software may send and receive commands and data related to participating publishers’ digital information ("Published Content") to and from the UC network and other Giraffic Applications to facilitate the downloading of Published Content.
(b) Giraffic may retain information regarding the transmission of Published Content similar to a normal web server. Such information may include IP Address, URL of the content retrieved, data and time, and file size. None of this information, however, is associated with any personally identifiable information.
(c) As a condition to your downloading and using the Software and services, you agree not to (i) use the Software or our services, or attempt to penetrate, modify or manipulate the Software or our services or any of the hardware or software thereof, in order to invade the privacy of, obtain the identity of, or obtain any personal information or Internet protocol addresses of, any end-user that has installed the Software, or to modify, erase or damage any information contained on the computer of any end-user connected to Giraffic or otherwise; (ii) use any device, software or routine, or take any action whatsoever, to interfere or attempt to interfere with the proper working of the Software or our services or any servers or networks connected to the Software, or any policies, requirements or regulations of networks connected to the Software (including any unauthorized access to, use or monitoring of data or traffic thereon);; (iii) engage in any copyright infringement or other intellectual property infringement, or disclose any trade secret or confidential information in violation of a confidentiality, employment, or nondisclosure agreement; and/or (iv) plan or engage in any illegal activity.
THE SOFTWARE IS PROVIDED "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. GIRAFFIC DISCLOSES ALL WARRANTIES EXPRESS AND/OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. THE DURATION OF ANY IMPLIED WARRANTY THAT IS NOT EFFECTIVELY DISCLAIMED WILL BE LIMITED TO THE WARRANTY PERIOD. GIRAFFIC DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE OR MATERIALS PROVIDED THROUGH USE OF THE SOFTWARE ARE ACCURATE, COMPLETE, RELIABLE, TIMELY, SECURE, CURRENT, OR ERROR-FREE. THOSE WHO DOWNLOAD THIS SOFTWARE FROM OTHER JURISDICTIONS DO SO AT THEIR OWN RISK AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAW.
(a) You expressly acknowledge and agree that in no event shall Giraffic, its officers, directors, shareholders, affiliates or licensors be liable for any special, punitive, incidental, consequential or exemplary damages, including but not limited to damages for loss of use, computer failure or malfunction, loss of goodwill, lost profits, loss of data or information, unauthorized access to and/or loss of your personally identifiable information, or any and all other commercial damages and losses, arising out of or in connection with the Software or its use or this Agreement, even if Giraffic, its officers, directors, shareholders, affiliates or licensors have been advised of the possibility of such damages. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. (b) Giraffic is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any the Software, including any injury or damage to users or to any person’s computer related to or resulting from participation or downloading materials in connection with the Software. Under no circumstances shall Giraffic be responsible for any loss or damage, including personal injury or death, resulting from use of the Software or from the conduct of any users of the Software, whether online or offline. (c) You acknowledge and agree that the provisions under this Agreement that limit liability, disclaim warranties, or exclude consequential damages or other damages or remedies are essential terms of this Agreement that are fundamental to the parties' understanding regarding allocation of risk. Accordingly, such provisions shall be severable and independent of any other provisions and shall be enforced as such, regardless of any breach or other occurrence hereunder. Without limiting the generality of the foregoing, you agree that all limitations of liability, disclaimers of warranties, and exclusions of consequential damages or other damages or remedies shall remain fully valid, effective and enforceable in accordance with their respective terms, even under circumstances that cause any exclusive remedy under this Agreement to fail of its essential purpose.
Giraffic and its licensors retain all copyrights, trade secret rights, patents, trademarks, and any other proprietary rights covering or relating to the Software. You acknowledge that the Software includes or incorporates proprietary and confidential information belonging to Giraffic and its licensors.
We may terminate this Agreement at any time and without prior notice if you violate it. You must destroy all copies of the Software in your possession or control promptly upon termination. Our termination will not limit any of our other rights or remedies under this Agreement or at law or in equity. Any provision of this Agreement that by its sense and context is intended to survive termination of this Agreement will survive termination.
This Agreement and any and all claims relating to the Software shall be governed by the laws of the State of Israel without regard to or application of choice of law rules or principles.
You acknowledge that the Software is subject to United States export control laws, including but not limited to the export administration regulations. You will not export, re-export or divert the Software in contravention of those laws.
For all purposes under the Agreement and all other purposes under applicable law, an electronic communication of any kind shall be deemed (i) a "writing" and "written"; (ii) "signed"; and (iii) when printed from electronic files or records established and maintained in the normal course of business, an "original business record." You expressly waive any right to object to the validity or enforceability of this Agreement or any other electronic communication on the ground that a "statute of frauds" or any other law requires that agreements be in writing or signed by the bound party. Electronic communications, if introduced as evidence in any proceedings, shall be admissible as between the parties to the same extent and under the same conditions as business records originated and maintained in paper form.
If any provision of this Agreement is illegal or unenforceable under applicable law, the remaining provisions of this Agreement will remain valid and fully enforceable. No delay or failure to take action under these terms and conditions will constitute a waiver by Giraffic unless expressly waived in writing by a duly authorized officer of Giraffic.
You may not amend terms or conditions of this Agreement without the prior written consent of an authorized officer at Giraffic. We may prospectively amend this Agreement at any time pursuant to Section 6.