Last updated: October 23, 2020
Please read this End-User License Agreement ("Agreement") carefully before clicking the "I Agree" button, downloading or using GlobeKit.
By clicking the "I Agree" button, downloading or using the Application, you are agreeing to be bound by the terms and conditions of this Agreement.
If you do not agree to the terms of this Agreement, do not click on the "I Agree" button and do not download or use the Application.
Except to the extent expressly provided otherwise, in this EULA:
"Charges" those amounts payable by the User to the Licensor in respect of this EULA, as outlined in the Application pricing information;
"Force Majeure Event" means an event, or a series of related events, that is outside the reasonable control of the party affected (including failures of the internet or any public telecommunications network, hacker attacks, denial of service attacks, virus or other malicious software attacks or infections, power failures, industrial disputes affecting any third party, changes to the law, disasters, explosions, fires, floods, riots, terrorist attacks and wars);
“GlobeKit” means the GlobeKit SDK, to be used for the analysis and visualization of User provided data sets. The Licensor reserves the right to modify, suspend or discontinue, temporarily or permanently, GlobeKit or any service to which it connects, with or without notice and without liability to the User.
"Intellectual Property Rights" means all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights (and these "intellectual property rights" include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trade marks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs);
"Licensor" means Rally Interactive, LLC;
"Services" means the services necessary to run and maintain the Application:
"User" means the person to whom the Licensor grants a right to use GlobeKit under this EULA;
This EULA shall come into force upon the Effective Date, which is the date that you click the “I Agree” button and shall continue in force indefinitely.
The Licensor hereby grants to the User a worldwide, non-exclusive, revocable license to install, use, and maintain the Application for a single website domain or subdomain, subject to the limitations and prohibitions set out and referred to in this Clause.
Save to the extent expressly permitted by this EULA or required by applicable law on a non-excludable basis, any license granted under this Clause 4 shall be subject to the following prohibitions:
Nothing in this EULA shall give to the User or any other person any right to access or use the source code or constitute any license of the source code.
No assignment of Intellectual Property Rights
Nothing in this EULA shall operate to assign or transfer any Intellectual Property Rights from the Licensor to the User, or from the User to the Licensor.
The Licensor shall be automatically charged on an annual or monthly basis, consistent with the pricing plan selected by the User. All payment must be made prior to use of GlobeKit.
The Licensor warrants to the User that it has the legal right and authority to enter into this EULA and to perform its obligations under this EULA.
The Licensor warrants to the User that GlobeKit as provided will conform in all material respects with GlobeKit Specification;
The User warrants to the Licensor that it has the legal right and authority to enter into this EULA and to perform its obligations under this EULA.
All of the parties' warranties and representations in respect of the subject matter of this EULA are expressly set out in this EULA. To the maximum extent permitted by applicable law, no other warranties or representations concerning the subject matter of this EULA will be implied into this EULA or any related contract.
The User acknowledges that complex software is never wholly free from defects, errors and bugs; and subject to the other provisions of this EULA, the Licensor gives no warranty or representation that GlobeKit will be wholly free from defects, errors and bugs.
The User acknowledges that complex software is never entirely free from security vulnerabilities; and subject to the other provisions of this EULA, the Licensor gives no warranty or representation that GlobeKit will be entirely secure.
The Licensor will at no time gather data or personal information from the User in connection with the use of GlobeKit. The protection and security of all data or personal information used in connection with GlobeKit is the sole responsibility of the User and not of the Licensor.
The Licensor shall indemnify and shall keep indemnified the User against any and all liabilities, damages, losses, costs and expenses (including legal expenses and amounts reasonably paid in settlement of legal claims) suffered or incurred by the User and arising directly or indirectly as a result of any breach by the Licensor of this EULA.
The Licensor may terminate this EULA by giving to the User not less than 30 days written notice.
The User may terminate this EULA at the end of any then current subscription term.
Either party may terminate this EULA immediately by giving written notice of termination to the other party if the other party commits a material breach of this EULA, and the breach is remediable but the other party fails to remedy the breach within the period of 30 days following the giving of a written notice to the other party requiring the breach to be remedied;
Upon the termination of this EULA, the User will cease to have access to use the Licensor’s platform necessary to operate the Application.
If any provision of this EULA is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
The Licensor reserves the right, at its sole discretion, to modify or replace this EULA at any time. If a revision is material we will provide at least 30 (changes this) days' notice prior to any new terms taking effect. What constitutes a material change will be determined at Licensor’s sole discretion.
No breach of any provision of this EULA shall be waived except with the express written consent of the party not in breach.
If any provision of this EULA is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions of this EULA will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the parties, in which case the entirety of the relevant provision will be deemed to be deleted).
This EULA may not be varied except by a written document signed by or on behalf of each of the parties.
This EULA shall constitute the entire agreement between the parties in relation to the subject matter of this EULA, and shall supersede all previous agreements, arrangements and understandings between the parties in respect of that subject matter.
This EULA shall be governed by and construed in accordance with Utah law.
The courts of Utah shall have exclusive jurisdiction to adjudicate any dispute arising under or in connection with this EULA.