This agreement (“Agreement”) is a binding legal contract between you and Tubular Labs Inc. (and any predecessor and successor entities) (“Tubular Labs”), covering your use of the website www.TubularLabs.com and other Tubular Labs websites (“Sites”) and any of our services, including without limitation our cross-platform video analytics and intelligence software platform (“Services”). If you do not agree to all of the terms in this Agreement, please do not use the Sites or the Services – if you visit the Sites or use any Services, you are necessarily agreeing to this Agreement.
You may access and use the Sites and/or Services only if you are 18 years or older and capable of forming a binding contract with Tubular Labs and are not barred from accessing and using the Sites and/or Services under applicable law. If you are accessing and using the Sites or Services on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to this Agreement. In that case, “you” and “your” will refer to that company or other legal entity.
- Some portions of the Sites and some Services can only be accessed with an account (“Account”). You can create an Account via the Sites.
- You are responsible for everything done through your Account so please do not share your ID and password with anyone you do not want to be accountable for. Please notify us right away if you have lost control of your Account ID or password or you suspect there is unauthorized activity in your Account.
Things You Cannot Do
- Lie to us in connection with your use of the Sites or the Services. This includes but is not limited to giving false information in your Account registration.
- Post anything that could be considered defamatory, libelous or criminal.
- Open a new Account without our written permission if we have terminated a prior Account or suspended your access to the Sites or any Services.
- Transfer your Account to someone else.
- Bypass any technical protections or throttling that we institute, or access, use or scrape the Sites or the Services by any automated means unless you are a search engine crawling the Sites for the sole purpose of creating a publicly accessible search index.
- Do anything we ask you not to.
Tubular Labs is strongly committed to respecting intellectual property and other rights. To report infringement, please email us right away at [email protected].
Content and Content Rights
For purposes of this Agreement: (i) “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Sites or Services; and (ii) “User Content” means any Content that users (including you) provide to be made available through the Sites or Services. Content includes without limitation User Content.
Content Ownership and Responsibility
Tubular Labs does not claim any ownership rights in any User Content and nothing in this Agreement will be deemed to restrict any rights that you may have to use and exploit your User Content. Subject to the foregoing, Tubular Labs and its licensors exclusively own all right, title and interest in and to the Sites and Services and Content, and all underlying software, technology and processes and any enhancements or modifications thereto, including all associated intellectual property rights therein. You acknowledge that the Sites, Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Sites, Services or Content.
Rights in User Content Granted by You
By making any User Content available through the Sites or Services you hereby grant to Tubular Labs a non-exclusive, transferable, sublicenseable, worldwide, royalty-free license to use, copy, modify, create derivative works based upon, publicly display, publicly perform and distribute your User Content in connection with operating and providing the Services and Content.
You are solely responsible for all your User Content. You represent and warrant that you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content under this Agreement. You also represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Sites or Services, nor any use of your User Content by Tubular Labs on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
Rights in Content Granted by Tubular Labs
Subject to your compliance with this Agreement, Tubular Labs grants you a limited, non-exclusive, non-transferable, non-sublicensable license to view, copy, display and print the Content solely in connection with your permitted use of the Sites and Services.
Content from Authenticated SNS Accounts
We welcome feedback, comments and suggestions for improvements to the Sites and/or Services (“Feedback”). You can submit Feedback by emailing us at [email protected]. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
Indemnity, Disclaimers and Limits on Liability
- You will indemnify, defend, and hold harmless Tubular Labs, its affiliates, officers, directors, shareholders, employees, contractors, licensors, licensees, agents, and representatives (the “Covered Entities”) against all liability, claims, costs, damages, settlements, and expenses (including interest, penalties, attorney fees and expert witness fees) (“Liabilities”) incurred by any Covered Entity in any way arising out of or relating to this Agreement, your violation of this Agreement, your User Content, or your use of the Sites and/or our Services. Tubular Labs reserves the right, at your expense, 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 our defense of such claim.
- THE COVERED ENTITIES MAKE NO WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, AND NON INFRINGEMENT. THE COVERED ENTITIES DO NOT MAKE ANY REPRESENTATION AS TO THE POTENTIAL REVENUES OR OTHER BENEFITS YOU MAY REALIZE BY USING THE SERVICES. THE SITES AND THE SERVICES ARE PROVIDED AS IS AND AS AVAILABLE. WE DO NOT REPRESENT THAT THE SITES OR THE SERVICES WILL BE CONTINUOUSLY AVAILABLE, ERROR FREE, OR FREE OF VIRUSES, OR THAT PROBLEMS WILL BE CORRECTED. Like all Internet businesses, our Sites and Services are vulnerable to down time (1) caused by outages to any public Internet backbones, networks or servers, (2) caused by any failures of your equipment, systems or local access services, (3) for previously scheduled maintenance or (4) relating to events beyond our control such as strikes, riots, insurrection, fires, floods, explosions, war, governmental action, labor conditions, earthquakes, natural disasters, or interruptions in Internet services to an area where our or your servers are located. We cannot guarantee complete accuracy in the information we report.
- THE COVERED ENTITIES ARE NOT RESPONSIBLE FOR ANYTHING ACCESSED VIA ANY LINKS TO THIRD PARTY WEBSITES, SERVICES, SOFTWARE OR ANYTHING ELSE. YOU BEAR ALL RISKS ASSOCIATED WITH USING THIRD PARTY LINKS, WEBSITES, ETC.
- TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COVERED ENTITIES SHALL NOT BE LIABLE FOR DIRECT, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS, BUSINESS INTERRUPTION OR LOSS OF BUSINESS INFORMATION) ARISING OUT OF OR RELATED TO THE AGREEMENT OR THE USE OF OR INABILITY TO USE THE SITES OR ANY SERVICES, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW LIMITS OF LIABILITY FOR SOME DAMAGES SO THIS LIMITATION MAY NOT APPLY TO YOU.
Payment, Refunds, Upgrading and Downgrading Terms
- All paid plans must enter a valid credit card. Free accounts are not required to provide a credit card number.
- You must be authorized to use the payment method that you enter when you create a billing account.
- You authorize us to charge you for the Services using your credit card and for any paid feature of the Services that you choose to sign up for or use while this Agreement is in force.
- The Services are billed in advance on a monthly basis and are non-refundable. There will be no refunds or credits for partial months of service, upgrade/downgrade refunds, or refunds for months unused with an open account.
- All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes.
- For any upgrade in plan level, you will be charged a prorated amount for the partial month of use of the new plan on your next billing cycle. The next billing cycle will reflect any such upgrades. Your account Services and features will upgrade immediately.
- For any downgrade in plan level, the credit card that you provided will automatically be charged the new rate on your next billing cycle. Your account Services will also be downgraded on your next billing cycle.
- Downgrading your Tubular Services will cause the loss of features in your account. Tubular Labs does not accept any liability for such loss.
- If you cancel the Services before the end of your current paid up month, your cancellation will take effect at the next billing cycle and you will not be charged again.
- Prices of all Services, including but not limited to monthly subscription plan fees to the Services, are subject to change upon 30 days notice from us. Such notice may be provided at any time via the email you have provided or by posting the changes to the Tubular Site (www.tubularlabs.com).
- All enterprise level accounts registered to pay via check, wire-transfer, or Automated Clearing House (ACH), are due within thirty (30) days of billing date unless otherwise agreed-to by the parties in writing. If payment is not received by Tubular on the due date, the user’s account will be frozen and inaccessible until all outstanding payments have been processed by Tubular.
- If you’re participating in any trial period offer, you must downgrade to a free plan or cancel the Services before the end of the trial period to avoid incurring new charges. If you do not downgrade to a free plan or cancel your Services and we have told you by email (or other means) that the Services will convert to a paid subscription at the end of the trial period, you authorize us to charge your payment method for the Services.
- If your credit card information has expired, you must update the information when requested. If not, you agree that we have the right to close your account or downgrade your account to a free plan without any liability for any loss of data or loss of Services.
- Tubular uses a third-party intermediary to manage credit card processing and this intermediary is not permitted to store, retain or use your billing information except to process your credit card information for Tubular Labs.
- We reserve the right to suspend or terminate your access to the Sites and the Services and/or your Account at any time for any or no reason. This is not our exclusive remedy under any circumstances.
- No refunds or credits for subscription plan charges or other fees or payments will be provided to you if you elect to terminate your Services plan or cancel your Account prior to the end of your then effective billing cycle. Following the termination or cancellation of your subscription to the Services and/or Account, Tubular Labs reserves the right to close your Account and delete any associated data in the normal course of operation.
- This Agreement will survive termination or suspension of your access to the Sites and/or Services and/or closure of your Account.
- The Agreement incorporates all Tubular Labs policies, which can be found on the Sites.
- We reserve the right to change the Agreement and our policies at any time. When we make such changes, we will post them to our websites and you will be able to access them through the same link you used before. Your use of the Sites and/or the Services after such changes constitutes acceptance of the new terms and/or policies.
- Tubular Labs will be entitled to recover any legal fees and other costs associated with enforcing the Agreement.
- We will communicate with you either by emailing the address associated with your account or by posting to a blog on the Sites or on the Sites themselves. You and we will give any notices required or permitted by the Agreement (other than legal process) by email with the proviso that we will email your account address and you will email us at [email protected]. Emails to other addresses will not satisfy any notice requirement.
- You are responsible for being informed about and complying with all laws, rules and regulations that apply to your use of the Sites and all Services.
- The Agreement is the entire agreement between you and Tubular Labs and it replaces any other agreement between us on this subject. Aside from our right to make changes described in this Agreement, any amendments to the Agreement must be in a writing signed by both parties.
- You cannot assign the Agreement without our written agreement. We can assign the agreement to any entity that agrees to be bound by the terms of the Agreement.
- The Agreement is governed by California State law. The parties will resolve any disputes in the courts of the Santa Clara County of California to whose exclusive jurisdiction and venue they irrevocably submit, except for any optional arbitration as described next. Excluding claims for equitable relief, if the total amount in dispute is less than $10,000, either party may elect to resolve the claim through binding arbitration by initiating arbitration through an established provider that is agreed by the parties. The arbitration must be conducted under the following rules: (a) at the choice of the party seeking relief, the arbitration shall be conducted by telephone, online, or solely on written submissions; (b) no party or witness will make any personal appearance unless the parties agree otherwise; and (c) the winning party may have the arbitrator’s award entered as a judgment in any court of competent jurisdiction.
- If any provision of the Agreement is unenforceable, the validity and enforceability of the remaining provisions will not be affected. No waiver will be effective unless it is in an explicit writing and signed by an authorized representative of the waiving party.
Last updated on December 5, 2016.