PerceptiLabs, Inc. is a corporation formed under the laws of the State of Delaware, U.S.A. with its principal place of business located in San Francisco, California, U.S.A. (“Licensor”). Licensor is the owner or the licensee of all intellectual property rights in and to the computer program called the PL Modeling Tool (the “Software Product”), a drag-and-drop program that allows users to build, train and test complex artificial intelligence and machine learning models simply and without the need to code, combining different operations in a pure dataflow driven manner.
The Software Product is protected by intellectual property laws and treaties, including laws and/or treaties relating to copyrights and patent rights. The Software Product is not freeware without restrictions. It is licensed to You, not sold, for use subject to this license agreement. The Software Product contains third-party technologies, whereas such third-party technologies may be subject to open-source software licenses.
This End-User License Agreement ("EULA") formalizes the relationship between Licensor and You, the Licensee. It is a contract setting forth rights and obligations with respect to the Software Product which is licensed to You without charge and which is further defined below.
If you have accessed the Software Product on behalf of your employer, university or otherwise on behalf of another individual or business entity, You represent and warrant that You have the authority to bind that employer, university or other business entity to these terms and conditions, and Your agreement to these terms and conditions will be treated as the agreement of Your employer, university or other individual or business entity. Accordingly, references to “You” or “Your” means both You and Your employer, university or other business entity.
The term “Software Product” means both this without charge Software Product and any of its associated documentation, applications or services, libraries as well as any add-on components, web services and/or supplements that Licensor may provide to You or make available in the future. Licensor shall not be under any obligation to provide You any of the foregoing, nor any updates or upgrades, but, if it does, it shall be the owner of all intellectual property rights contained therein; and, to the extent that such items are not accompanied by a separate license agreement, the terms and conditions of this EULA shall apply.
The following components may be incorporated into the Software Product: images, photographs, animations, video, audio, music, text, and "applets." Licensor is the owner or licensee of all of the foregoing components, and they are licensed to You as part of the Software Product under the terms of this EULA.
THE SOFTWARE PRODUCT CONTAINS ONLY CERTAIN FUNCTIONALITY. IF YOU HAVE INTEREST IN LICENSING PROGRAMS WHICH PROVIDE FUNCTIONALITY BEYOND THE SOFTWARE PRODUCT LICENSED HEREUNDER, OR WISH TO LEARN MORE ABOUT LICENSOR, YOU ARE ENCOURAGED TO VISIT PERCEPTILABS’ WEBSITE FOR ALL ITS AVAILABLE PRODUCTS – www.perceptilabs.com.
By clicking “I agree” You agree that You find this EULA to be a fair and reasonable license agreement that is not deceptive, untrue or misleading in any manner. You agree that You have read and considered all of the terms and conditions of the license and believe them to be just and equitable to terms.
You also understand and agree that by clicking the “I agree” button—or by installing, copying, distributing, using or accessing the Software Product, You and Your employer, if any, will be bound by these terms and conditions.
If You do not agree to the terms of this EULA, please do not proceed further other than what is necessary to uninstall and remove the Software Product from Your computer.
This section of the EULA describes the rights Licensor is granting to You with respect to the Software Product. The rights described in this section are granted subject to all other terms and conditions of this EULA.
Licensor grants You a revocable, non-transferable, non-exclusive license to install and use the Software Product on a single computer, or multiple computers or devices, for the purpose of evaluating the functionality of the Software Product (the “License”).
The License is without charge and allows You to use only the features and functionality of the Software Product as downloaded from Licensor’s website or from an authorized third-party website.
If the Licensee is a business entity, then the Software Product may be used on multiple computers but only on computers of employees of the entity, confined to the scope of the entity’s enterprise.
Your continued right to use the Software Product under the License is expressly conditioned upon Your adherence to the terms and conditions of this EULA. All rights not expressly granted herein are reserved by Licensor.
The License for the Software Product may not be shared, sold, assigned, transferred, re-licensed or sub-licensed.
Licenses cannot be transferred to another entity or another person without Licensor’s consent. This includes those situations involving mergers and acquisitions, dissolution or bankruptcy of the entity that originally acquired the License. For the purposes of this paragraph, the term “entity” means any legally created company or organization located in your jurisdiction which has rights and obligations. If you have a colleague or know of a business entity which desires to acquire a License, please refer them to PerceptiLabs website or an authorized third-party website.
Licensor has the right to revoke this License if You either exceed or violate the terms of this EULA, including by doing any of the following:
Licensor may (but shall not be obligated to) provide You with support services related to the Software Product ("Support Services"). If so provided, You agree that Licensor may use technical information that You provide as part of the Support Services for its business purposes, including for product support, marketing and development. Licensor will not utilize such technical information in a form that personally identifies You, except to the extent such is necessary in order to provide You with Support Services. If provided, Licensor shall be the owner of all intellectual property embodied in Support Services.
This EULA shall be governed by the laws of the State of California, excluding its rules on conflicts of the law. The situs of any action involving this EULA shall be the Northern District of California of the United States District Court. The parties give up and waive all objections to personal jurisdiction in the State of California.
Licensor makes no warranty of any kind with respect to the Software Product or use thereof, including no warranty with respect features, functionality or performance. Licensee assumes all risk of use.
THE SOFTWARE AND SUPPORT SERVICES (IF ANY) ARE PROVIDED “AS IS,” AND ALL WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED OR STATUTORY, ARE DISCLAIMED INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES, DUTIES OR CONDITIONS OF MERCHANTABILITY, OF CONDITION OF TITLE, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY OR COMPLETENESS OR RESPONSES, OF RESULTS, OF WORKMANLIKE EFFORT, OF LACK OF VIRUSES AND OF LACK OF NEGLIGENCE, ALL WITH REGARD TO THE SOFTWARE, AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT, INCLUDING, THE INABILITY TO REPRODUCE CODE, ADAPT CODE, OR DISTRIBUTE CODE TO THIRD PERSONS, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS EULA, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF LICENSOR OR ITS LICENSORS OR ANY SUPPLIER.
You agree to defend, indemnify, and hold harmless Licensor and its licensors employees, contractors, officers, and directors from any and all claims, damages, and liabilities, expenses (including reasonable attorney fees) that arise from Your use or misuse of the Software Product or violation of this EULA. Licensor reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, in which event You will cooperate in asserting any available defenses.
You and, if You are an employee of a company or affiliated with a university (collectively “Customer”), they grant to Licensor the right to use Customer’s company name and logo in its marketing, sales, financial, public relations and promotional materials and other communications solely to identify Customer as an Licensor customer and user of the Software Product. You may use Licensor’s name and logo in your corporate marketing materials.
The failure of Licensor to exercise or enforce any right or provision of this EULA 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 the parties as reflected in the provision, and that the other provisions of this EULA remain in full force and effect.
The original version of this EULA is written in English. Any translation of this EULA into any other language is done for local requirements and in the event of a dispute, inconsistency, or discrepancy between the English and any non-English version, the English version of this EULA shall govern, to the extent not prohibited by local law in Your jurisdiction.
This EULA is the entire agreement between you and Licensor relating to the Software Product and support services (if any) and supersedes all prior or contemporaneous oral or written communications, proposals and representations with respect to the Software Product or any other subject matter covered by this EULA. To the extent the terms of any of Licensor’s policies or programs for support services conflict with the terms of this EULA, the terms of this EULA shall control.
By clicking “I agree,” you have accented to all of the terms and conditions set forth above. If you do Click to Agree, we hope that you are satisfied with your use of the Software Product and we again encourage you to visit Licensor’s website at www.perceptilabs.com.