1.1. This End User License Agreement (the “EULA”) is an agreement between you (“You” or “you”) and Go Autonomous ApS (“Go Autonomous”, “we” or “us”) and it governs your use of all versions of Go Autonomous’ automated order generation tool (the “Service”) unless otherwise expressly agreed in writing.
1.1.1. If you are agreeing to this EULA not as an individual but on behalf of your employer/company, then You means your employer/company, and you are binding your employer/company to this EULA.
1.2. You must be legally capable of entering in to a binding contract under the laws of the country and/or state to which You are subject to. If You are a non-individual such as a company, the person entering in to this EULA must be duly authorized (by such non-individual entity) to enter into it. If You are not legally capable of entering into a contract under the laws of country and/or state to which you are subject to, you cannot use the Service.
1.3. In order to use our Service, you have to agree to the EULA presented to you i) before using our Service or ii) when we make substantial changes to the EULA.
2. LICENSE GRANT
2.1. Subject to the terms and conditions of this EULA and Your paying the applicable fees, Go Autonomous grants You a revocable, non-exclusive, non-transferable, non-sublicenseable, license to access and use the Service in the executable code form in accordance with the terms of this EULA. Except for the limited license set out in this EULA, Go Autonomous grants you no other license or right in the Service. Your license will end when this EULA is terminated even if there are terms to the contrary set out elsewhere in this Agreement or in other documentation entered into between Go Autonomous and you.
3. PROPRIETARY RIGHTS & NON-EXCLUSIVITY
3.1. You acknowledge and agree that Go Autonomous owns all legal rights, titles and interests in the Service including but not limited to any ideas, concepts, inventions, systems, platforms, interfaces, tools, utilities, user interface, algorithms, logic, formulae, scripts, work flows, processes, software, methodologies, databases know-how and potential know-how, trade secrets and other technology and information including any and all intellectual property rights that exist therein, whether registered or not, and wherever in the world they may exist.
3.2. This EULA is a non-exclusive arrangement. Nothing in this EULA prevents Go Autonomous from providing the Service or same or similar rights as set out in this EULA to any other person or any other entity.
4. SOFTWARE TERMS
4.1. The Admin Account (“Admin Account”) allow You to create several user accounts (an “Account”) accessible by way of a user-ID and a password. Each Account shall be accessed only by the individual user that is associated with that specific Account. The information you provide when you create an Account must be accurate, complete and current at all times.
4.2. You shall ensure that user-IDs and passwords (“Access Details”) are kept secret and ensure that the Access Details do not become known to any third party, as you are liable for any misuse of the Service using the Access Details. Furthermore, you shall inform Go Autonomous immediately if you suspect that any of the Access Details of an Admin Account or an Account has been compromised.
4.3. Subject to Your payment of the subscription fees pertaining to the Service, you shall be entitled to use the Service if this Agreement is in force.
5. OWNERSHIP AND SHARING OF CONTENT
5.1. You own all of the rights and title in the content that you upload into, or generate by using, the Service. Content means any data, code, content, images or other materials of any type that you upload, process, submit or otherwise transmit through the Service (“Content”). Therefore, You are solely responsible for any Content uploaded into or generated by using the Service through your Account. Your Content must not violate any applicable law or any right (including intellectual property right) of any person or entity.
5.2. Go Autonomous provides you the ability to store all or part of Your Content on the server. This storage functionality is provided to you on an “as-is where-is basis” and Go Autonomous does not take any responsibility for the security of such Content. If you use the storage functionality to store Your Content, You will be deemed to have accepted all the conditions in this EULA relating to such functionality.
5.3. Your use of the Services does not require any personally identifiable information to be uploaded into or included in the Service except to the extent as set forth in clause. You hereby permit Go Autonomous to collect, use, store and process email address(es), IP addresses from which you access the Service and other login or authentication credentials from you in order to ensure that you have proper access to the Service and to resolve any issues you may encounter while using the Service. This information may be considered personal information/personally identifiable information under the laws of the jurisdiction from which you access and use the Service. Go Autonomous shall collect, use, store and/or process this information only for the purposes as described in a Data Processing Agreement. Upon termination of this EULA, any information provided by You for creation of your Account will be deleted by us from our records within a reasonable period of time following such termination.
6.1. You may not copy, except as expressly permitted, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Service, any updates, or any part thereof. Any attempt to do so is a violation of Go Autonomous’s rights. If you breach this restriction, Go Autonomous may bar you from using the Service and you may be subject to damages claims.
7.1. We constantly aim to improve our Service. In order to maintain and update the Service, Go Autonomous will from time-to-time plan and execute maintenance work, where the Service may be unavailable. Where Go Autonomous has announced such maintenance work at least 24 hours in advance, such unavailability does not affect the measured target availability.
9. LIMITED OR NO WARRANTY
9.1. Go Autonomous represents and warrants that it will provide the Service in a professional manner consistent with general industry standards and that the Service will perform substantially in accordance with the documentation.
9.2. The Service uses advanced algorithms to track employee engagement and performance and enables benchmarking across industries. The Service relies on the information gathered from users of the Service to provide suggested decisions/actions (“Actions”), and Go Autonomous takes no responsibility for any Actions conducted based on the output from the Service, including without limitation if such Actions do not provide the expected results. The suggested Actions may be subject to regulation e.g., by contractual or legislative nature that prohibits or otherwise interferes with the Actions, and Go Autonomous explicitly exempts liability for any Actions taken by you.
9.3. Go Autonomous warrants that the service will perform in all material respects in accordance with the documentation. Go Autonomous does not guarantee that the service will be performed error-free or uninterrupted, or that Go Autonomous will correct all service errors. You acknowledge that Go Autonomous does not control the transfer of data over communications facilities, including the internet, and that the service may be subject to limitations, delays, and other problems inherent in the use of such communications facilities. This section sets forth the sole and exclusive warranty given by Go Autonomous (express or implied) with respect to the subject matter of this agreement. Neither Go Autonomous nor any of its licensors or other suppliers warrant or guarantee that the operation of the subscription service will be uninterrupted, virus-free or error-free, nor shall Go Autonomous or any of its service providers be liable for unauthorized alteration, theft or destruction of customer’s or any user’s data, files, or programs.
10. LIMITATION OF LIABILITY
10.1. Go Autonomous and its suppliers shall not be liable for and you assume responsibility for all personal injury and property damage resulting from the use of the service. In no event shall Go Autonomous, its officers, agents, employees or suppliers be liable to any person or entity for the loss of profits or for indirect, special, incidental or consequential damages arising out of or related to the services or the performance of the services, even if Go Autonomous or its officers, agents, employees, or suppliers have been advised of the possibility of such damages. For the avoidance of doubt, loss of data and the cost of restoration thereof shall be considered indirect damages hereunder. In no event shall the total, cumulative liability of Go Autonomous and its suppliers exceed six months subscription fee.
11. DISPUTES, CHOICE OF LAW AND VENUE
11.1. Any dispute shall be governed by Go Autonomous ApS’ General Terms of Service.