(Last Updated March 1, 2018)
The Services (as defined below) are being made available by Telerik AD (“Telerik,” “we,” “us,” or “our”) to You on the condition that You agree to these terms and conditions (the “Terms of Service” or “Agreement”). “Customer,” “You,” or “Your” refers to the person accessing or using the Services, or, if the Services are being used on behalf of an organization, such as an employer, "You" means such organization. In the latter case, the person accessing or using the Services represents and warrants that he or she has the authority to do so and bind such organization to these Terms of Service. Violation of any of the terms below will result in the termination of this Agreement and the Services. BY CLICKING THE "I ACCEPT" BUTTON, COMPLETING THE REGISTRATION PROCESS, OR USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE REVIEWED AND ACCEPT THESE TERMS AND ARE AUTHORIZED TO ACT ON BEHALF OF, AND BIND TO THIS AGREEMENT, THE OWNER OF THIS ACCOUNT. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT ACCESS OR USE THE SERVICES.
This Agreement contains Additional Terms for Progress Telerik Platform Analytics (“Telerik Analytics”) 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.
"Account" means a Developer Account.
"Customer Data" means the data concerning the characteristics and activities of End-users that is collected through use of the Tracking Code and then forwarded to the Servers and analyzed by the Processing Software.
"End-users" means users of Your Properties or Third-Party Properties.
"Processing Software" means the Telerik Analytics server-side software and any upgrades, which analyzes the Customer Data and generates the Reports.
"Profile" means the collection of settings selected by You/Your Licensed Developer(s) that together determine the information to be included in, or excluded from, a particular Report. There can be multiple Profiles established under a single Property.
"Property" means one or more applications that are linked to an Account and use the same Tracking Code. Each Property includes a default Profile that measures aspects within the Property.
"Report" means the resulting analysis accessed through the Services.
"Servers" means the servers controlled by Telerik (or its parent, subsidiaries, affiliates, or service providers) on which the Processing Software and Customer Data are stored.
“Services” means the Telerik Analytics products and services, including the Software, Documentation and any technology, information, software, materials, documentation and updates made available to You/Your Licensed Developer(s) through this portal.
"Software" means the Tracking Code and the Processing Software.
"Third Party" means any third party (i) to which You provide access to Your Account; or (ii) for which You use the Services to collect Customer Data on the third party's behalf.
"Tracking Code" means the Telerik Analytics monitor binaries delivered by Telerik that reflect the Profiles set by You, together with any fixes, updates, and upgrades provided to You.
The words "include" and "including" mean "including but not limited to."
2.1. Licenses. Subject to the terms and conditions of this Agreement, Telerik grants You/Your Licensed Developer(s) during the period, and to the extent, for which You have obtained a Subscription a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to: (a) install, copy, use, and distribute the Tracking Code for the sole purpose of collecting Customer Data; and (b) to access and use the Services in order to access, customize, view, and download Your Customer Data and Reports. The Tracking Code may not be distributed except as solely necessary for You to use the Services on Your Properties or Third-Party Properties.
2.2. Usage on Behalf of Third Party. If You 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 to this Agreement, the Third Party to all obligations that You have under this Agreement; (ii) Telerik may share with the Third Party any Customer Data that is specific to the Third Party’s Properties; and (iii) You will not disclose Customer Data owned by the Third-Party to any other party without the Third Party’s consent.
2.3. 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 Customer Data; (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 the Customer Data in accordance with these Terms of Service, including, but not limited to, licensing the Customer Data to Telerik for purposes of storage, processing, and delivery of Reports; and (vi) obtaining and maintaining all computer hardware, Internet access, and Internet services needed to access and use the Services.
2.4. License from Customer. You license to Telerik (and its affiliates and necessary sublicensees), all Intellectual Property or other rights required to allow Telerik to use or process Your and/or Your Third Parties’, Customer Data, Reports, or other information through the Services. Other than as necessary to provide the Services, Telerik has no right of ownership or control over Customer Data, Reports, or other information provided by You/Your Licensed Developer(s) or Third Parties in connection with the use of the Services. You are solely responsible for protecting any rights You or Your Third Parties have, or may have, in Your or their Customer Data, Reports, or other information. Telerik and its affiliates may retain, aggregate, use, and resell, both during and after the subscription period: (i) any analytical information collected in connection with any use of the Services under Your Account and any subaccounts created under Your Account; and (ii) any anonymized Customer Data.
Your/Your Licensed Developer(s)’ creation or configuration of Profiles for each Property will determine the nature and scope of Customer Data collected and processed by the Software (including, by way of example and not limitation, the involvement of End-users and their consent to such collection practices), and the content of Your Reports. Your/Your Licensed Developer(s)’ selection of specific settings in each Profile may direct collection of Customer Data that is totally anonymous, limit collection to only IP-addresses, direct the usage of cookies and other tracking technologies, and/or create “installation IDs” that include selected data elements, including sensitive information such as social security numbers. Telerik reserves the right to modify available settings and Profiles from time to time at its discretion. You are solely and exclusively responsible for Your/Your Licensed Developer(s)’ Profiles, selected settings, data collection practices, and compliance with Applicable Laws. The Services provided by Telerik merely enable You to collect, store, and analyze Customer Data. Telerik makes no representation or warranty that Your use of the Services conforms to Applicable Laws in any jurisdiction, and provides no legal advice. You are solely and exclusively responsible for Your, Your Licensed Developer(s), and any Third Party’s usage of the Services, and all decisions regarding the Services, Profiles, and settings. You are the data controller, and Telerik will process the Customer Data only in accordance with Your directions.
You represent and warrant to Telerik that Your collection and provision of the Customer Data to Telerik complies with Applicable Laws, and that You have an unqualified right to grant Telerik a non-exclusive license in and to the Customer Data for the same purposes. You acknowledge and agree that You are solely responsible for complying with all Applicable Laws regarding the collection and use of Customer Data.
At all times during Your and Your Licensed Developer(s)’ use of the Services, You shall publish and maintain a privacy policy on each Property and shall cause any and all Third Parties to publish and maintain a privacy policy on each Third-Party Property as set forth in this Section. Each such privacy policy shall be clearly written and shall be prominently linked from the Property or Third-Party Property, as applicable. At all times during the Term, You shall ensure that Your relationship with Telerik, as described herein, is in compliance with such privacy policies.
Such privacy policies shall prominently and clearly disclose: (i) the nature and scope of the data collection on the applicable Property or Third-Party Property; (ii) the use of cookies and other tracking technologies; (iii) the use of the Services and its features; and (iv) how End-users may opt-out of or opt-in to the collection of Customer Data. You are exclusively responsible for configuring the Profiles for each of Your Properties and any Third-Party Properties, including, but not limited to, implementing opt-out/opt-in features and other options available through the Services, as required by and in accordance with all Applicable Laws.
4.1. This Agreement and the Licenses granted hereunder, along with Your and Your Licensed Developer(s) use of and access to the Services, will last only while You have an active Subscription and only as long as You and Your Licensed Developer(s) 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 and Your Licensed Developer(s) shall immediately cease use of the Services including all distribution and use of the Tracking Code for the collection of Customer Data. You must also destroy all copies of the Tracking Code, Documentation and any product or company logos provided by Telerik in connection with this Agreement.
Notwithstanding the foregoing, following Telerik’s discontinuation of Telerik Analytics or the expiration or termination of this Agreement, except in the case of termination by Telerik for Your breach of the Agreement, You may continue to copy and distribute the Tracking Code solely to the extent that the it is already installed or incorporated into Your existing Property at the time of such discontinuation, termination or cancellation, and solely for such period of time as is reasonably necessary to remove the Tracking Code from Your Property, but in no event later than the next major release of such Property following such discontinuation, termination or cancellation. To the extent that the Tracking Code continues to collect and Transmit Customer Data from Your Property to the Processing Software, Telerik may, but is under no obligation to, continue to accept such Customer Data via the Processing Software. If Telerik continues to accept such Customer Data via the Processing Software, Telerik may cease such practice at any time in Telerik’s sole discretion and without notice to You. Any Customer Data accepted by Telerik following the discontinuation of Telerik Analytics or termination or expiration of this Agreement will not be available to You following its receipt by Telerik and Telerik is under no obligation to retain or safeguard such Customer Data. For the avoidance of doubt, Telerik may immediately dispose of such Customer Data upon receipt and/or may refuse and/or reject the receipt of Customer Data entirely at any time. The licenses granted by You to Telerik under Section 2.4 of these Terms of Service shall survive the termination or expiration of this Agreement.
4.2. Upon cancellation, suspension or termination, all Licenses granted to You hereunder shall terminate automatically, Your right to use the Services shall cease. Telerik will hold Your Customer Data for the same period and subject to the same terms of the General Terms which apply to the retention of Content and Applications. After the end of such period Your Customer Data will be deleted. You are solely responsible for backing up Your Customer Data.
Any provisions of this Agreement containing license restrictions, warranties and warranty disclaimers, confidentiality obligations, limitations of liability, and/or indemnity terms, and any term of the Agreement which, by its nature, is intended to survive termination or expiration, shall remain in effect following any termination or expiration of this Agreement.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND THIS AGREEMENT, AND UNDERSTAND THAT BY CONTINUING TO ACCESS THE SERVICES, BY LOADING OR RUNNING THE SOFTWARE, OR BY PLACING OR COPYING THE SOFTWARE ONTO YOUR COMPUTER HARD DRIVE, 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 INCLUDING THE GENERAL TERMS IS A COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF THE PARTIES.