Additional Terms of Service for Progress Telerik Platform AppManager
(Last Updated May 1, 2017)
What the Agreement Covers:
IMPORTANT – PLEASE READ THESE ADDITIONAL TERMS OF SERVICE (THE “AGREEMENT”) CAREFULLY BEFORE ATTEMPTING TO ACCESS OR USE ANY SOFTWARE, SERVICES, DOCUMENTATION, OR OTHER MATERIALS MADE AVAILABLE THROUGH THIS WEB SITE OR THE TELERIK PLATFORM. THIS AGREEMENT CONSTITUTES A LEGALLY BINDING AGREEMENT BETWEEN YOU OR THE COMPANY WHICH YOU REPRESENT AND ARE AUTHORIZED TO BIND (THE “LICENSEE” OR “YOU”), AND TELERIK AD (“TELERIK” OR “LICENSOR”). BY PURCHASING, ACCESSING, OR OTHERWISE USING THE SOFTWARE OR SERVICES MADE AVAILABLE BY TELERIK THROUGH THIS WEB SITE, YOU ACKNOWLEDGE (1) THAT YOU HAVE READ THIS AGREEMENT, (2) THAT YOU UNDERSTAND IT, (3) THAT YOU AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS, AND (4) TO THE EXTENT YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY, YOU HAVE THE POWER AND AUTHORITY TO BIND THAT COMPANY.
This Agreement contains the Additional Terms for Progress Telerik Platform AppManager which are made a part of and are subject to the General Terms of Service for Telerik Platform (the “General Terms”) and by agreeing to the terms of this Agreement You also agree to the General Terms. Any defined terms used but not defined in this Agreement have the meanings ascribed to them in the General Terms.
This is a license agreement and not an agreement for sale.
1. License and Certain Limitations.
1.1. License Grant. Subject to the terms and conditions set forth in this Agreement, while You have an active Subscription, Telerik hereby grants to Licensee and Licensee hereby accepts, a limited, non-transferable, non-exclusive license (the “License”) to access and use the Services in executable, object code form only, and only through the Telerik Platform for the purposes of publishing, managing, and distributing Applications. The “Services”, as used herein, includes the Telerik software services currently referred to as Progress Telerik Platform AppManager or any new products, updates, components, features or functionality that Telerik provides to you as well as any accompanying documentation. The Services shall be used solely as specified in this Agreement. Telerik retains all rights not expressly granted to you in this Agreement
1.2. Usage on Behalf of Third Party. If You/Your Licensed Developer(s) use the Services on behalf of a Third Party, or a Third Party otherwise uses the Services through Your Account, whether or not You are authorized by Telerik to do so, then You represent and warrant that: (i) You are authorized to act on behalf of, and bind such Third Party to, this Agreement and all obligations that You have hereunder; (ii) Telerik may share with the Third Party any Content that is specific to the Third Party’s Application and/or Content; and (iii) You/Your Licensed Developer(s) will not disclose Content owned by the Third-Party to any other party without the Third Party’s consent.
1.3. Compliance with Terms and Applicable Laws. You shall be solely and exclusively responsible for: (i) compliance with these Terms of Service by You/Your Licensed Developer(s) and any Third Party; (ii) the accuracy and quality of the Content and/or Applications; (iii) preventing unauthorized access to or use of the Services and the Telerik Intellectual Property and notifying us promptly of any such unauthorized access or use thereof; (iv) using the Services and the Telerik Intellectual Property strictly in accordance with Applicable Laws; (v) as required by Applicable Laws, notifying End-users, obtaining and maintaining informed consents from End-users, processing opt-out requests, and otherwise complying with all Applicable Laws in each relevant jurisdiction to permit Your collection, disclosure, storage, and use of any Content in accordance with these Terms of Service, including licensing the Content to Telerik for purposes of storage, processing, and delivery; and (vi) obtaining and maintaining all computer hardware, Internet access, and Internet services needed to access and use the Services.
1.4. License from Licensee. You license to Telerik (and its affiliates and necessary sublicensees), all Intellectual Property or other rights required to allow Telerik to: (i) publish, host and/or support Your and/or Your Third Parties’ Application(s); and (ii) store, use or process Your and/or Your Third Parties’, Content or other information, through the Services. Other than as necessary to provide the Services, Telerik has no right of ownership or control over Applications, Content, or other information provided by You/Your Licensed Developer(s) or Third Parties in connection with the use of the Services. You agree and acknowledge that the relationship of the parties shall be as an independent contractor and not as partner, joint venturer, or agent of the other. You are solely responsible for acquiring the necessary rights to publish and/or support Your Application and/or collect, store, use or process the Content or other information. You are solely responsible for protecting any rights You or Your Third Parties have, or may have, in the Applications, Content or other information. Telerik and its affiliates may retain, aggregate, use, and resell, both during and after the Subscription Period, (x) any analytical information collected in connection with any use of the Services under Your Account and any subaccounts created under Your Account; and (y) any anonymized Content.
2.1. Storage of Content. Telerik may allow You to publish, store, process, access, and/or query Content and Applications in the Services, provided You and Your Licensed Developer(s) comply with the Terms of this Agreement. You agree that You are solely responsible for (and that Telerik has no responsibility to You or to any third party for) any Content and/or Applications that You/Your Licensed Developer(s) upload, create, publish, collect, store, transmit or display while using the Services and for the consequences of Your/Your Licensed Developer(s) actions (including any loss or damage which Telerik may suffer) by doing so. You are solely responsible for the backup of Your Content and Applications and acknowledge that You/Your Licensed Developer(s) upload, publish, and/or store Content and Applications at Your own risk. The Services may be periodically inaccessible for reasons including maintenance updates, power outages, system failures, extended downtime and other interruptions. During such periods, You/Your Licensed Developer(s)/Your End-Users may be unable to access or use all or a portion of the Services and some or all of Your Content and/or Applications may be deleted. If Telerik determines that an outage or interruption may cause risk to the Services, Telerik may suspend the Services.
2.2. Transmission of Content. You understand that the technical processing and transmission of the Services, including Your Content and/or Applications, may be transferred unencrypted and involve (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connecting networks or devices. You understand that Telerik uses third party vendors and hosting partners to provide the necessary infrastructure, hardware, software, networking, storage, and related technology required to run the Services.
2.3. Content and Application Removal. Telerik does not pre-screen Content or Applications, but Telerik and its designees (including its third-party vendors and hosting partners) have the right (but not the obligation) in their sole discretion to access, review, and monitor Your Content and Applications and to refuse, remove or delete any Content or Application, without notice, that it determines in its sole discretion is/are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s Intellectual Property rights or the terms of this Agreement. You may backup Your Content and Applications to Your own or a third party system, but otherwise Telerik has no obligation to hold, export, or return any Content. Telerik has no liability for the deletion of Content and/or Applications that remain(s) in Telerik’s control more than thirty (30) days after termination (for any reason) of this Agreement.
3. Third Party CLEARANCES
As part of the Services, You may also be granted access to, original or modified, code from the following third party projects, such access is provided pursuant to the license applicable to the code and subject to the disclaimers and limitations on liability set forth in such license:
Available at: https://jquery.org/license
Available at: https://json.codeplex.com/license
License: Apache 2.0
Available at: http://webgrease.codeplex.com/license
- ServiceStack.NET version 3
Available at: https://servicestack.net/download#free-quotas
Available at: https://raw.github.com/joyent/node/v0.10.26/LICENSE
Available at: https://www.npmjs.org/package/bunyan
Available at: https://www.npmjs.org/package/node-uuid
Available at: https://www.npmjs.org/package/q
License: Apache 2.0
Available at: https://www.npmjs.org/package/request
Available at: https://www.npmjs.org/package/restify
4. Term and Termination.
This License is granted only while You have an active Subscription and shall last as long as You use the Services in compliance with this Agreement and the General Terms. Unless otherwise prohibited by law, and without prejudice to Telerik’s other rights or remedies, Telerik shall have the right to terminate this Agreement and the License granted hereunder in accordance with the General Terms . Upon termination of this Agreement, all Licenses granted to You hereunder shall terminate automatically and You shall immediately cease use of the Services. You must also destroy (i) any locally installed copies of the Services and (ii) any product and company logos provided by Telerik in connection with this Agreement.
5. Product Discontinuance.
Telerik reserves the right to discontinue the Services or any component of the Services, whether offered as a standalone product or solely as a component, at any time.
Any provisions of the Agreement containing license restrictions, warranties and warranty disclaimers, confidentiality obligations, limitations of liability and/or indemnity terms, and any provision of the Agreement which, by its nature, is intended to survive shall remain in effect following any termination or expiration of the Agreement.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND THIS AGREEMENT, AND UNDERSTAND THAT BY CONTINUING TO USE OR ACCESS THE SERVICES, YOU AGREE TO BE BOUND BY THIS AGREEMENT’S TERMS AND CONDITIONS. YOU FURTHER AGREE THAT, EXCEPT FOR WRITTEN SEPARATE AGREEMENTS BETWEEN TELERIK AND YOU, THIS AGREEMENT IS A COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF THE PARTIES.