The following terms are a legal agreement between you, your employees, agents, contractors and any other business entity on whose behalf you accept these terms (collectively “You” or “Your”), and Tabulera, Inc. (“Tabulera”). By accessing, browsing, or using our Tabulera public website or our Free Tabulera Trial Period website, (“Websites”), You acknowledge that You have read, understood, and agree to be bound by these terms and to comply with all applicable laws and regulations. These Websites shall not include our paid subscription version of the Tabulera Platform which comprise our transaction processing systems used to provide benefit premium administration and other related software and services to our clients and their employees for a fee. If You do not agree to these terms, You may not use these Websites. These Websites may contain a variety of resources including, but not limited to, documentation and other Tabulera-provided product information (collectively “Documentation”) other services (collectively “Services”). Your use of any Documentation and Services is subject to, and specifically conditioned upon Your acceptance of the following Terms of Use (“Terms”). Tabulera reserves the right to change, update, add provisions to or remove provisions from (collectively, “modifications”) these Terms from time to time by posting them on these Websites. If You object to any such modifications, Your sole recourse shall be to cease using these Websites. Continued use of these Websites following posting of modifications to the Websites indicates that You acknowledge and agree to be bound by the modifications. Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise. Additional or different terms, conditions, and notices may apply to specific materials, information, products, software, and services offered through these Websites, as set forth in expressly-designated legal notices or terms located on particular pages of these Websites. These expressly-designated legal notices or terms are incorporated into these Terms and supersede the provision(s) of these Terms that are designated as being superseded.
Subject to the terms and conditions of these Terms, Tabulera grants You a limited, personal or business entity, non-exclusive and non-transferable license to display on your computer or mobile device the materials and content on our public website or our Free Tabulera Trial Period website, including the Documentation, collectively “Websites”. You have no other rights in these Websites or any Documentation, and You may not modify, edit, copy, reproduce, distribute, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of these Websites or Documentation in any other manner. All Documentation and other content contained on or accessed via these Websites is the copyrighted work of Tabulera and/or its suppliers or licensors. No logo, graphic, image or other content from the Website may be copied or retransmitted unless expressly permitted in writing by Tabulera. To the extent copying or retransmission is permitted by Tabulera, You must preserve any copyright notice and other proprietary notices in all copies of the Documentation and other Website content.
These Websites may include links to other websites or content or resources. Tabulera has no control over any websites or resources which are provided by companies or persons other than Tabulera. Third-party sites are not under the control of Tabulera, and Tabulera is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. Further, Tabulera is not responsible for any content received by you from any third-party site. Tabulera is providing these links to you only as a convenience, and the inclusion of any link does not imply Tabulera's endorsement of the site.
Unauthorized use of these Websites may result in violation of various United States and international copyright laws. Below are examples of things to avoid. Unless You have written permission from Tabulera stating otherwise, You are not authorized to use these Websites in any of the following ways (these are examples only and the list below is not a complete list of everything that You are not permitted to do):
You agree to hire attorneys to defend Tabulera if You violate these Terms and that violation results in a problem for Tabulera. You also agree to pay any damages that Tabulera may end up having to pay as a result of Your violation. You alone are responsible for any violation of these Terms by You. Tabulera 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 Tabulera’s defense of such claim.
Use of these Websites is at your sole risk. All content, documentation, materials, information, products, software, programs, and services are provided 'as is,' with no warranties or guarantees whatsoever as to the accuracy, completeness, usefulness, reliability, or quality. Tabulera expressly disclaims to the fullest extent permitted by law all express, implied, statutory, and other warranties, guarantees, and representations, including, without limitation, the warranties of merchantability, fitness for a particular purpose, and non-infringement of proprietary and intellectual property rights. Without limiting the foregoing, Tabulera makes no warranty or guarantee that these Websites or any content will be uninterrupted, timely, secure, or error-free. You understand and agree that if you download or otherwise obtain content, materials, information, products, software, programs, or services, you do so at your own discretion and risk and that you will be solely responsible for any damages that may result, including loss of data or damage to your computer system. Some jurisdictions do not allow the exclusion of warranties, so the above exclusions may not apply to you.
In no event will Tabulera, its affiliates or their licensors, service providers, employees, agents, officers, or directors be liable to you or any third party for any direct, indirect, incidental, special, exemplary, or consequential damages of any type whatsoever related to or arising from these Websites or any use of these Websites, or of any site or resource linked to, referenced, or accessed through these Websites, or for the use or downloading of, or access to, any materials, information, products, or services related thereto, including, without limitation, any lost revenues, lost profits, business interruption, lost savings, or loss of programs or other data, even if Tabulera is expressly advised of the possibility of such damages. This exclusion and waiver of liability applies to all causes of action, whether based on contract, warranty, tort (including negligence), or any other legal theories.
The Terms constitute the entire agreement between You and Tabuleraand govern Your use of these Websites (but excluding any services whichTabulera may provide to You under a separate written agreement), and completelyreplace any prior or contemporaneous negotiations, discussions or agreementsbetween You and Tabulera in relation to these Websites. You have read and haveagreed to the Tabulera Privacy Policy contained on these Websites. You agreethat Tabulera may provide You with notices, including those regarding changesto the Terms, by email, regular mail, or postings on these Websites. You agreethat if Tabulera does not exercise or enforce any legal right or remedy whichis contained in the Terms (or which Tabulera has the benefit of under anyapplicable law), this will not be taken to be a formal waiver of Tabulera’srights and that those rights or remedies will still be available to Tabulera.If any court of law, having the jurisdiction to decide on this matter, rulesthat any provision of these Terms is invalid, then that provision will beremoved from the Terms without affecting the rest of the Terms. The remainingprovisions of the Terms will continue to be valid and enforceable. Youacknowledge and agree that all Tabulera affiliates shall be third partybeneficiaries to the Terms and that such Tabulera affiliates shall be entitledto directly enforce, and rely upon, any provision of the Terms which confers abenefit on (or rights in favor of) them. Other than this, no other person orcompany shall be third party beneficiaries to the Terms. The Terms, and Yourrelationship with Tabulera under the Terms, shall be governed by the laws ofthe State of California without regard to its conflict of laws provisions. Youand Tabulera agree to submit to the exclusive jurisdiction of the courtslocated within the county of Alameda, California to resolve any legal matterarising from the Terms. Notwithstanding this, You agree that Tabulera shallstill be allowed to apply for injunctive remedies in any jurisdiction. Tabulerareserves all rights not expressly granted under these Terms, and no otherrights are granted under these Terms by implication or estoppel or otherwise.If You have any questions about these Terms or otherwise need to contactTabulera for any reason, You can reach Us at:
Tabulera, Inc
Attn: Legal Department
6200 Stoneridge Mall Rd., Suite 300, Pleasanton, CA 94588
United States
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