Terms of Service

Thursday, December 12, 2019

Kyber, a Companyons, Inc. product

By using Kyber, you agree to be bound by the below agreement. If you agree to the terms of service on behalf of or for the benefit of your employer, then you represent and warrant that you have the necessary authority to agree to the terms of service on behalf of your employer.

This agreement is between Kyber and you agreeing to these terms (Customer).

This agreement provides Customer access to and usage of a software service as specified on an order and as further outlined at: www.kyber.me (Service).

Use of Service

Customer Owned Data

All data and files uploaded by Customer remains the property of Customer, as between Kyber and Customer (Customer Data). Customer grants Kyber the right to use the Customer Data solely for purposes of performing under this agreement.

Customer Responsibilities

Customer (i) must keep its passwords secure and confidential; (ii) is solely responsible for Customer Data and all activity in its account in the Service; (iii) must use commercially reasonable efforts to prevent unauthorized access to its account, and notify Kyber promptly of any such unauthorized access; and (iv) may use the Service only in accordance with the Service’s online user guide and applicable law.

Third Party Services

The Service interoperates with Slack, and depends on the continuing availability and access to Slack. If for any reason Kyber cannot access or use the above applications (including without limitation, change in terms or increase in fees charged by Slack), Kyber may not be able to provide all of the functions of its Service. No refund or credit will be provided for temporary unavailability of Slack (for example, maintenance windows).

Disclaimer

Kyber disclaims all warranties, including, without limitation, the implied warranties of merchantability, title and fitness for a particular purpose. While Kyber takes reasonable physical, technical and administrative measures to secure the Service, Kyber does not guarantee that the Service cannot be compromised. Customer understands that the Service may not be error free, and use may be interrupted.

Payment

Customer is responsible for the payment of all sales, use, withholding, VAT and other similar taxes. This agreement contemplates one or more orders for the Service, which orders are governed by the terms of this agreement.

Kyber Property

Reservation of Rights

The software, workflow processes, user interface, designs, and other technologies provided by Kyber as part of the Service are the proprietary property of Kyber and its licensors, and all right, title and interest in and to such items, including all associated intellectual property rights, remain only with Kyber.

Customer may not remove or modify any proprietary marking or restrictive legends in the Service. Kyber reserves all rights unless expressly granted in this agreement.

Restrictions

Customer may not (i) sell, resell, rent or lease the Service or use it in a service provider capacity; (ii) use the Service to store or transmit infringing, unsolicited marketing emails, libelous, or otherwise objectionable, unlawful or tortious material, or to store or transmit material in violation of third-party rights; (iii) interfere with or disrupt the integrity or performance of the Service; (iv) attempt to gain unauthorized access to the Service or their related systems or networks; (v) reverse engineer the Service; or (vi) access the Service to build a competitive service or product, or copy any feature, function or graphic for competitive purposes.

Aggregate Data

During and after the term of this agreement, Kyber may use non-personally identifiable Customer Data within the Service for purposes of enhancing the Service, aggregated statistical analysis, technical support and other business purposes.

Liability Limit

Exclusion of Indirect Damages

Kyber is not liable for any indirect, special, incidental or consequential damages arising out of or related to this agreement (including, without limitation, costs of delay; loss of data, records or information; and lost profits), even if it knows of the possibility of such damage or loss.

Indemnity

If a third-party claims against Kyber that any part of the Customer Data infringes or violates that party’s patent, copyright or other right, Customer will defend Kyber against that claim at Customer’s expense and pay all costs, damages, and attorney’s fees, that a court finally awards or that are included in a settlement approved by Customer, provided that Kyber: promptly notifies Customer in writing of the claim; and allows Customer to control, and cooperates with Customer in, the defense and any related settlement.

Other Terms

Entire Agreement and Changes

This agreement and the order constitute the entire agreement between the parties and supersede any prior or contemporaneous negotiations or agreements, whether oral or written, related to this subject matter.
Customer is not relying on any representation concerning this subject matter, oral or written, not included in this agreement. No representation, promise or inducement not included in this agreement is binding. No modification of this agreement is effective unless both parties sign it, and no waiver is effective unless the party waiving the right signs a waiver in writing.

No Assignment

Neither party may assign or transfer this agreement or an order to a third party, except that this agreement with all orders may be assigned, without the consent of the other party, as part of a merger, or sale of substantially all the assets, of a party.

Independent Contractors

The parties are independent contractors with respect to each other.

Enforceability and Force Majeure

If any term of this agreement is invalid or unenforceable, the other terms remain in effect. Except for the payment of monies, neither party is liable for events beyond its reasonable control, including, without limitation force majeure events.

Money Damages Insufficient

Any breach by a party of this agreement or violation of the other party’s intellectual property rights could cause irreparable injury or harm to the other party. The other party may seek a court order to stop any breach or avoid any future breach.

Order of Precedence

If there is an inconsistency between this agreement and an order, the order prevails.

Survival of Terms

Any terms that by their nature survive termination of this agreement for a party to assert its rights and receive the protections of this agreement, will survive. The UN Convention on Contracts for the International Sale of Goods does not apply.

Feedback

By submitting ideas, suggestions or feedback to Kyber regarding the Service, Customer agrees that such items submitted do not contain confidential or proprietary information; and Customer hereby grants Kyber an irrevocable, unlimited, royalty-free and fully-paid perpetual license to use such items for any business purpose.

How to Contact Us

If you need more information, please contact us at support@kyber.me.