Unicloud reserves the right to modify these Terms or change or remove features of Unicloud Websites. We will notify you of any material change to these Terms by sending you an email or by posting a notice of the modification on Unicloud Websites. If we make a material change, you may terminate this agreement within 30 days of us sending you the email or posting the notification. Your continued use of Unicloud Websites after the date of the modification shall be deemed acceptance of the modified Terms or agreement, as applicable. Additional or different Terms, conditions and notices may apply to specific materials, information, products, software or services offered through the Unicloud Websites. In the event of any conflict, such additional or different terms, conditions and notices will prevail over these Terms. Please see the applicable agreement or notice.
These Terms, together with any additional terms to which you agree when using particular elements of the Unicloud Websites, constitute the entire and exclusive and final statement of the agreement between you and Unicloud with respect to the subject matter hereof, superseding any prior agreements or negotiations between you and Unicloud with respect to such subject matter. The failure of Unicloud to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, you nevertheless agree that the court should endeavor to give effect to the intentions of Unicloud and you as reflected in the provision, and that the other provisions of these Terms remain in full force and effect. These Terms shall remain in full force and effect notwithstanding any termination of your use of the Unicloud Websites. These Terms will be interpreted without application of any strict construction in favor of or against you or Unicloud. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Unicloud without restriction.
To the extent that Unicloud provides for the download of proprietary Unicloud software or open-source software from Unicloud’s Websites (“Software”), such Software is protected
by the applicable copyright, patent or other intellectual property rights of either Unicloud or the third-party licensor. Any use of the Software is subject to the terms of the applicable end-user or open-source license agreement.
All evaluation Software is provided “AS IS” for evaluation and internal use only. You may not use evaluation Software for commercial, development or production purposes. In addition, evaluation Software may be time-disabled and may cease to operate after a period of time.
Unicloud reserves all rights to its trademarks, service marks and logos, which together with the trademarks, service marks and logos of subsidiaries of Unicloud will be collectively referred to as “Unicloud Marks.
No employee or other representative of Unicloud is authorized to grant permission to use Unicloud Marks or to provide guidance in their use, unless licensed within a formal written agreement. Thus, any promise or other representation with respect to Unicloud Marks by a Unicloud employee in the absence of a formal written agreement cannot be relied upon.
The Unicloud Marks are highly valued intellectual property, and therefore Unicloud will take the necessary steps to guard against dilution and the use of third-party marks which are confusingly similar to Unicloud Marks or which are likely to cause confusion with Unicloud Marks.
Unicloud does not object to the use of the Unicloud Marks (other than logos) to refer specifically to the products of Unicloud. However, a purely referential use or nominative fair use of the Unicloud Marks must be in plain text. Qualified legal counsel should be consulted in order to distinguish a referential use from an infringing use.
Except where otherwise specified, the contents of the Unicloud Websites are subject to copyright. The contents of the Unicloud Websites are protected by copyright and intellectual property laws in the United States and other countries as well as by international treaties. You may not copy or distribute any portion of the Unicloud Websites, except as necessary to view the Unicloud Websites.
Unicloud’s trademarks and trade dress may not be used in connection with any product or service that is not Unicloud’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Unicloud. All other trademarks not owned by Unicloud that appear on this Site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Unicloud.
Links on the Unicloud Websites to third-party websites are provided solely for your convenience. If you access those links, you will leave the Unicloud Websites. Unicloud does not endorse or make any representations about such third-party websites, and Unicloud is not responsible for the accuracy or reliability of any information, data, opinions, advice or statements made on those websites. Unicloud does not control those websites, and Unicloud is not responsible for the contents of any third-party websites, any links contained in third-party websites or any changes or updates to third-party websites.
Unicloud protects its technology vigilantly and permits others to use it by virtue of license agreements. The use or distribution of Unicloud software without permission from Unicloud is software piracy. Unicloud distributes and sells its product through a channel network of distributors and resellers worldwide. Unicloud does not distribute or sell its product through unauthorized channels such as auctions, peer-to-peer networking, or through illegal download sites offering key or serial number generators. If you are contemplating or have obtained Unicloud software through one of these avenues, you likely will find yourself with pirated software. Please contact Unicloud here for assistance with your own or another’s unauthorized use of Unicloud software.
Unicloud also understands that some customers may have challenges with managing their software licenses. In these instances, Unicloud’s License Compliance team may assist by reviewing deployment records and reconciling them with Unicloud’s internal entitlement records. The goal of this program is to educate Unicloud’s customers on the terms of their licenses with Unicloud and to bring the entitlement records in line with usage.
You agree to indemnify, defend and hold harmless Unicloud, its parents, subsidiaries and other affiliated companies (and the respective officers, directors, employees or agents of any such entities) from and against any and all claims, liabilities, damages, losses, costs, expenses and fees (including reasonable attorneys’ fees) that such parties may incur as a result of or arising from your (or anyone using your account, computer or software’s) use of the Unicloud Websites or violation of these Terms. Unicloud reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with Unicloud’s defense of such claim, and in no event may you agree to any settlement affecting Unicloud without Unicloud’s written consent.
When you visit the Unicloud Websites or send e-mails to Unicloud, you are communicating with Unicloud electronically. We may respond to you by e-mail or by posting notices on the Unicloud Websites. You agree that all such notices, disclosures and other communications that Unicloud provides to you electronically satisfy any legal requirement that such communications be in writing.
Information on the Unicloud Websites is not promised or guaranteed to be correct, current or complete, and the Unicloud Websites may contain technical inaccuracies or typographical errors. Unicloud assumes no responsibility (and expressly disclaims responsibility) for updating the Unicloud Websites to keep information current or to ensure the accuracy or completeness of any posted information. Accordingly, you should confirm the accuracy and completeness of all posted information before making any decision related to any services, products or other matters described in the Unicloud Websites. Unicloud provides no assurances that any reported problems will be resolved by Unicloud, even if Unicloud elects to provide information with the goal of addressing a problem.
ALL INFORMATION, SOFTWARE, PRODUCTS AND SERVICES PROVIDED ON THE UNICLOUD WEBSITES ARE PROVIDED “AS IS” AND “WITH ALL FAULTS” WITH NO WARRANTIES OR GUARANTEES OF ANY KIND. UNICLOUD EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, STATUTORY OR OTHER WARRANTIES, GUARANTEES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE AND NONINFRINGEMENT OF PROPRIETARY AND INTELLECTUAL PROPERTY RIGHTS, AND WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, UNICLOUD MAKES NO WARRANTY THAT THE UNICLOUD WEBSITES WILL MEET YOUR REQUIREMENTS OR THAT THE UNICLOUD WEBSITES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE.
IN NO EVENT WILL UNICLOUD BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR EXEMPLARY DAMAGES OR (B) ANY DAMAGES WHATSOEVER IN EXCESS OF US$100.00, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, REVENUES OR SAVINGS, LOSS OR DAMAGE TO DATA OR BUSINESS INTERRUPTION ARISING OUT OF THE USE OF OR INABILITY TO USE THE UNICLOUD WEBSITES OR ANY MATERIALS, INFORMATION, PRODUCTS OR SERVICES ACCESSED ON OR THROUGH THESE WEBSITES, WHETHER SUCH DAMAGES ARE BASED ON WARRANTY, CONTRACT, TORT, STATUTE OR ANY OTHER LEGAL THEORY AND EVEN IF UNICLOUD HAS BEEN ADVISED (OR SHOULD HAVE KNOWN) OF THE POSSIBILITY OF SUCH DAMAGES.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for certain damages. Accordingly, some of the above disclaimers and limitations of liability may not apply to you. To the extent that Unicloud may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of Unicloud’s liability shall be the minimum permitted under such applicable law.