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Terms-of-Use

 

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Terms of Use

READ THIS DOCUMENT CAREFULLY BEFORE ACCESSING AND/OR USING THE SOFTWARE PRODUCT AND RELATED DOCUMENTATION AND SERVICES, IF ANY. THESE TERMS OF USE (“TERMS OF USE”) CONSTITUTE A LEGALLY BINDING AGREEMENT BETWEEN THE UNIVERSITY OF KANSAS CENTER FOR RESEARCH, INC. AND THE UNIVERSITY OF KANSAS (COLLECTIVELY, “LICENSOR”, “OUR”, “US” OR “WE”) AND YOU CONCERNING YOUR USE OF THE SOFTWARE PRODUCT. BY ACCESSING OR USING THE WEBSITE AT LICENSOR WEBSITE AND RELATED SUBDOMAINS, OR ANY APPLICATIONS (INCLUDING MOBILE APPLICATIONS) MADE AVAILABLE BY LICENSOR (TOGETHER, THE “SOFTWARE PRODUCT”), HOWEVER ACCESSED, YOU AGREE TO BE BOUND BY THESE TERMS OF USE (“TERMS OF USE”). THESE TERMS OF USE AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS. IF YOU DO NOT AGREE TO THESE TERMS OF USE, DO NOT ACCESS AND/OR USE THIS SOFTWARE PRODUCT. IN ACCESSING OR USING THE SOFTWARE PRODUCT, YOU AGREE TO ABIDE BY THE FOLLOWING TERMS AND CONDITIONS.

1. Changes to Terms of Use; Product Updates.

We reserve the right to change these Terms of Use at any time and at our discretion. When any change is made a revised version will be posted at https://kiteaai.org, and will be effective as of the revised date.

If you continue to use the Software Product after the effective date, you are agreeing to the changed Terms of Use because you are expected to check this page from time to time to be aware of any changes. We reserve the right, in our sole discretion and without prior notice and at any time, to add, remove, or make modifications to the features included in the Software Product and to terminate your access to the Software Product for any reason, without notice, at any time.

2. User Content.

You, as user, may share, upload, post to, or transmit, display, distribute by means of the services, whether in connection with your use of the Software Product, or through use of any third-party services or otherwise, any content, materials, output, or other information, including data and information content that is generated when such data is ingested in, imported and/or processed by the Software Product (“User Content”). Users of the Software Product are solely responsible for any content you share. You may not use the Software Product for any illegal or unauthorized purpose. You agree to comply with all laws, rules and regulations (federal, state, local, and provincial) applicable to your use of the Software Product and your content, including without limitation copyright laws.

You acknowledge and approve, subject to the Privacy Statement, that your User Content may be used by Licensor and third-party service providers, even after deactivation of your account (for any reason). This approval is deemed to be a perpetual, fully paid-up, royalty-free, worldwide, sub-licensable, irrevocable, transferable, assignable license to copy, reproduce, adapt, modify, distribute, transmit, publicly display or perform, publish, edit, translate, reformat, store, and otherwise use your User Content in connection with the operation of the Software Product, services, or any other similar or related business, in any medium, format, or technology now existing or later devised, including without limitation for research purposes. You will not be compensated for any exercise of the license granted under this section.

We may, but have no obligation to, remove, edit, block, and/or monitor User Content or accounts containing content that we determine in our sole discretion violates these Terms of Use.

3. Data Privacy.

By using the Software Product, you consent to the collection of certain information about you as specified in the Privacy Statement. Please review our Privacy Statement for details about how we collect, use, and disclose information in connection with your use of the Software Product. Use of information we collect is subject to the Privacy Statement in effect at the time such information is used. Except as otherwise described in the Privacy Statement, as between you and Licensor, any User Content will be non-confidential and non-proprietary and we will not be liable for any use or disclosure of User Content.

IF YOU DO NOT UNDERSTAND OR DO NOT AGREE TO THE TERMS OF THE PRIVACY STATEMENT, YOU SHOULD NOT USE THE SOFTWARE PRODUCT.

4. Permitted Users.

You are responsible for any activity that occurs through your account and you agree you will not sell, transfer, license, or assign your account, followers, usernames, or any account rights. With the exception of persons that are expressly authorized to create accounts on behalf of their employers or clients, Licensor prohibits the creation of and you agree that you will not create an account for anyone other than yourself. You also represent that all information you provide or provided to Licensor at the time of registration and continuously, will be true, accurate, and complete, and you agree to update your information as necessary to maintain its truth and accuracy.

Under no circumstances may a user of the Service:

  1. frame or utilize framing techniques to enclose any part of the Service;
  2. gather, obtain, use, access or otherwise copy any part of the Service by using any bot, spider, crawler, spy ware, engine, device, software or any other automatic device, utility or manual process of any kind;
  3. use the Service or any features available on the Service in any manner with the intent to interrupt, damage, disable, overburden or impair the Service or such services;
  4. without authorization scan or attempt to attempt to access the Service or any features of the Service in any manner which attempts to analyze security, bypass security or avoid protective measures;
  5. impersonate any person or misrepresent your affiliation with any entity; including using another person's credentials or making your credentials available for use by others;
  6. introduce into the Service anything malicious, harmful or illegal;
  7. enter social security numbers or any other PII that is not required for use of the Service; or
  8. engage in any activity that interferes with another user’s access or use of this Service.

5. License Grant.

Subject to these Terms of Use, we grant you a non-exclusive, non-sublicensable, non-transferable, revocable limited right to access and/or use the Software Product. You are not authorized to use, interface or facilitate interoperability of the Software Product with any unauthorized or non-provided and/or non-identified software and/or hardware system or components. You are not authorized to network, timeshare, lease, distribute, disseminate or make available, in any manner, the Software Product to any third party. You are not permitted to alter, modify, or change, in any way; copy or reproduce; create derivative works of; or disassemble, reverse engineer, decompile or otherwise derive the source code of the Software Product. No other Intellectual Property rights or interests are granted, either express or implied, by the provision of the Software Product. No proprietary notices may be altered or removed from the Software Product.

6. Intellectual Property.

You acknowledge and agree that the Software Product is protected by U.S. and International copyright laws and treaties, as well as other U.S. and International laws and treaties, both statutory and common law, related to other forms of “Intellectual Property”, including but not limited to patents, trade secrets, trademarks or any other recognized forms of common law or statutory proprietary protection, and the Software Product and any derivative work shall remain the property of Licensor. You may not adapt, revise, broadcast, reverse engineer, duplicate, publish, modify, disseminate, display, perform, transfer, or otherwise distribute any content or other material on the Service, unless specifically authorized by Kite or this Terms of Use.

The Software Product may utilize or include third-party software that is subject to third-party license terms (“Third-Party Software”). You acknowledge and agree that your right to use such Third-Party Software as part of the Software Product is subject to and governed by the terms and conditions of the third-party license applicable to such Third-Party Software. In the event of a conflict between these Terms of Use and the terms of such third-party license(s), the terms of the third-party license(s) shall control with regard to your use of the relevant Third-Party Software. If any portion, component or module of the Software Product is characterized and explicitly identified as “Open Source” to you, such “Open Source” software code shall be subject to the typical GPL (General Public License) or the like that is applicable to public or open source license requirements for Open Source code access, use and dissemination.

7. Risk Assumption.

You hereby acknowledge that you are using the Software Product and any provided information solely at your own risk. You, on behalf of yourself or as legal guardian, your personal representatives and your heirs, hereby voluntarily agree to release, waive, discharge, hold harmless, defend and indemnify Licensor and its officers, directors, employees, agents, affiliates, successors, and assigns from any and all claims, actions, or losses for bodily injury, property damage, wrongful death, emotional distress, or other damages or harms, whether to you or to third parties, which may result from your use of the Software Product and services.

8. Disclaimers; No Warranties.

Licensor, on behalf of itself and its affiliates, directors, officers, employees, agents, third party service providers, licensors, and suppliers, hereby disclaims all warranties. The Software Product and services are provided on an “As-Is”, “As Available”, and “With All Faults” basis. To the maximum extent permitted by law, Licensor, on behalf of its affiliates, third party service providers, licensors and suppliers, expressly disclaims any and all warranties, express or implied, in fact or in law, regarding the Software Product, our content, user content, and services, including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights, claims of infringement, misappropriation, misuse or unauthorized use from a third party. Licensor, on behalf of itself and its affiliates, third party service providers, licensors and suppliers do not warrant that the Software Product or the services will meet your requirements or operate under your specific conditions of use, or that the operation of the Software Product or the services will be secure, error-free, bug free, virus free, or free from interruption. Further, no warranty nor representation is made concerning the accuracy, likely results, or reliability of the use of the Software Product or services. You must determine whether the Software Product sufficiently meets your requirements for security and uninterruptability.

YOU SHALL BEAR SOLE RESPONSIBILITY AND ALL LIABILITY FOR ANY LOSS INCURRED DUE TO FAILURE OF THE SOFTWARE PRODUCT TO MEET YOUR REQUIREMENTS. YOU ACKNOWLEDGE THAT YOUR USE OF THE SOFTWARE PRODUCT IS AT YOUR SOLE RISK. WE WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE FOR THE LOSS,DAMAGE, OR CORRUPTION OF DATA, ON ANY COMPUTER, MOBILE DEVICE, INFORMATION STORAGE DEVICE OR OTHER EQUIPMENT OR TECHNOLOGY, IN CONNECTION WITH THE SOFTWARE PRODUCT THAT IS ACCESSED AND USED BY YOU, INCLUDING WITHOUT LIMITATION FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, MALWARE, WORMS,TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR MALFUNCTION, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF FORSEEABLE OR EVEN IF THE LICENSOR HAS BEEN ADVISED OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES; FOR ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS. YOU SHALL ASSUME ENTIRE LIABILITY FOR ANY OF YOUR DATA OR INFORMATION THAT IS IMPORTED, PROCESSED AND/OR EXPORTED IN CONNECTION WITH THE SOFTWARE PRODUCT. LICENSOR DOES NOT WARRANT THAT YOUR USE OF THE SOFTWARE PRODUCT OR SERVICES IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND LICENSOR SPECIFICALLY DISCLAIMS SUCH WARRANTIES. IN NO EVENT WILL LICENSOR BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE OR INJURY, INCLUDING WITHOUT LIMITATION DEATH OR PERSONAL INJURY.

UNDER NO CIRCUMSTANCES SHALL LICENSOR, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY OTHER PARTY FOR INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND(INCLUDING LOST REVENUES OR PROFITS OR LOSS OF BUSINESS) RESULTING FROM THE FURNISHING, PERFORMANCE, ACCESS OR USE OF THE SOFTWARE PRODUCT, WHETHER DUE TO A BREACH OF CONTRACT, BREACH OF WARRANTY, OR THE NEGLIGENCE OF LICENSOR OR ANY OTHER PARTY, EVEN IF YOU ARE ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT THE APPLICABLE JURISDICTION LIMITS LICENSOR’S ABILITY TO DISCLAIM ANY IMPLIED WARRANTIES, THIS DISCLAIMER SHALL BE EFFECTIVE TO THE MAXIMUM EXTENT PERMITTED. YOU AGREE THAT ANY CLAIM YOU MAY HAVE ARISING OUT OF OR RELATED TO USE OF THE SOFTWARE PRODUCT MUST BE FILED WITHIN ONE YEAR AFTER SUCH CLAIM AROSE, OTHERWISE, YOUR CLAIM IS PERMANENTLY BARRED. YOU HEREBY WAIVE ANY RIGHT TO A JURY TRIAL.

9. Governing Law and Venue.

Any claim relating to your use of the Software Product shall be governed by the laws of the State of Kansas without regard to any choice of law or conflict of law provisions. You covenant that any court of competent jurisdiction shall be sole and exclusive jurisdiction over any claim or controversy arising from your use of the Software Product, the Terms of Use or Privacy Statement, and venue shall be properly in any such court. These Terms of Use are not governed by the United Nations Conventions on Contracts for the International Sale of Goods, if otherwise applicable.

10. Export Controls.

Export laws and regulations of the United States, and any other relevant local export laws and regulations, may apply to and govern the handling and use of the Software Product and associated documentation (including technical data or information derived or resulting therefrom). You agree to comply with all such applicable export laws and regulations (including “deemed export” and “deemed re-export” regulations). Licensee agrees that no Software Product or direct or indirect associated materials will be exported, directly or indirectly, in violation of these laws and regulations, or will be used for any purpose prohibited by these laws.

11. Entire Agreement.

If you are using the Software Product and service on behalf of a legal entity, you represent that you are authorized to enter into an agreement on behalf of that legal entity. These Terms of Use constitute the entire agreement between you and Licensor and govern your use of the Software Product and service, superseding any prior agreements between you and Licensor. The Terms of Use are not assignable by you; any purported assignment or delegation by you without prior written consent of Licensor will be null and void. Neither the course of conduct between the parties nor trade practice will act to modify the Terms of Use. All rights and remedies under these Terms of Use are cumulative and shall not be deemed exclusive of any other rights or remedies provided by law. Further, these Terms of Use comprise and incorporate by reference the following terms and conditions, where applicable:

  1. https://kiteaai.org/terms and
  2. https://kiteaai.org/privacy, all of which are subject to changes in terms and practices, at the sole discretion of Licensor and at any time.

The effective date of these Terms of Use is February 24, 2020.