EULA
END-USER LICENSE AGREEMENT
IMPORTANT: PLEASE READ THIS DOCUMENT IN ITS ENTIRETY
This End-User License Agreement (hereinafter, "Agreement") creates a legally binding Agreement between you, as an end user of our services (hereinafter, "End User"), and the following company: RTECHSERVICES, LLC (hereinafter, "Company"). You will be referred to through second-person pronouns such as "your" and "yours." We, the Company, will be referred to with pronouns such as "us," "our," and "ours." Collectively, you and the Company may be referred to as the "Parties" and individually as "Party."
This license governs the use of all our software products (hereinafter, "Software"), specifically:
You may use Sigma to integrate with your IT Infrastructure products to manage, build, and orchestrate virtual machines and other IT infrastructure components. Sigma also provides IT Service Management (ITSM) and Artificial Intelligence (AI) integrations. Depending on the purchased license, you may access Sigma through its dashboard, build page, orchestration page, and any other interfaces provided by RtechServices, including Compute module pages. A compute module is the feature set to integrate with a Compute Platform and interact with resources managed by such platform.
By accessing, downloading, installing, or otherwise using our Software in any way, you agree to be bound by this Agreement in its entirety. If you do not agree, you must cease use of the Software immediately.
SOFTWARE LICENSE: When you lawfully access the Software, whether through purchase or other lawful means, we grant you, subject to all of the terms and conditions of this Agreement, a non-exclusive, non-transferable, limited, revocable license to use the Software ("License"). This License extends to the use of documentation, data, or information developed by the Company, and other materials which may assist in your use of the Software. This License may not be transferred to any third parties without express, lawful, written permission from the Company and this License terminates upon your cessation of use of the Software.
This License shall be applicable to all lawful End Users of the Software, unless a separate written agreement has been executed between you and the Company.
LICENSE FEE: The License is provided for a fee, in conjunction with the purchase of the Software. Such fee will be displayed to you prior to your purchase of the Software.
RESTRICTIONS: The License provided hereunder is subject to the following additional restrictions:
You shall not distribute, sublicense, lease, rent, loan, or otherwise transfer Sigma or any portion thereof to any third party. b. You shall not reverse engineer, decompile, disassemble, or attempt to derive the source code of Sigma. c. You shall not use Sigma for any unlawful purpose or in violation of any applicable laws or regulations. d. You shall not modify, adapt, or create derivative works based on Sigma. e. You shall not use Sigma in any way that could damage, disable, overburden, or impair the servers or networks connected to Sigma, or interfere with any other party's use and enjoyment of Sigma.
ADDITIONAL TERMS: Additional terms may be applicable to the Parties' relationship with each other, such as the Company Terms & Conditions or Terms of Use, the Company Privacy Policy, and any other such written agreements governing your relationship with us. Nothing contained herein is intended to restrict the terms of any other written agreement. Instead, all relevant documents shall be construed as broadly as possible.
The Terms & Conditions/Terms of Use can be found at the following link: www.rtechservices.co.
INTELLECTUAL PROPERTY: You agree that the Software, Company website and all services provided by the Company are the property of the Company, including all copyrights, trademarks, trade secrets, patents, and other intellectual property ("Company IP"). You agree that the Company owns all right, title and interest in and to the Company IP and that you will not use the Company IP for any unlawful or infringing purpose. You agree not to reproduce or distribute the Company IP in any way, including electronically or via registration of any new trademarks, trade names, service marks or Uniform Resource Locators (URLs), without express written permission from the Company.
ACCEPTABLE USE: You agree not to use the Software for any unlawful purpose or any purpose prohibited under this clause. You agree not to use the Software in any way that could damage the Company website, services, or general business of the Company.
You further agree not to use the Software:
I) To harass, abuse, or threaten others or otherwise violate any person's legal rights;
II) To violate any intellectual property rights of the Company or any third party;
III) To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;
IV) To perpetrate any fraud;
V) To engage in or create any unlawful gambling, sweepstakes, or pyramid scheme;
VI) To publish or distribute any obscene or defamatory material;
VII) To publish or distribute any material that incites violence, hate, or discrimination towards any group;
VIII) To unlawfully gather information about others.
REVERSE ENGINEERING & SECURITY: You agree not to undertake any of the following actions:
a) Reverse engineer, or attempt to reverse engineer or disassemble the Software or any code within or related to the Software or the Company website;
b) Violate the security of the Software through any unauthorized access, circumvention of encryption or other security tools, data mining or interference to any host, user or network;
c) Copy or otherwise distribute copies of the Software unlawfully, such as through any peer-to-peer network or other intellectual property circumvention tool.
MAINTENANCE: This License includes Software maintenance and support. Please contact the Company for assistance.
INDEMNIFICATION: You agree to defend and indemnify the Company and any of its affiliates (if applicable) and hold us harmless against any and all legal claims and demands, including reasonable attorney's fees, which may arise from or relate to your use or misuse of the Software, your breach of this Agreement, or your conduct or actions. You agree that the Company shall be able to select its own legal counsel and may participate in its own defense, if the Company wishes.
SPAM POLICY: You are strictly prohibited from using the Software or any of the Company's services for illegal spam activities, including gathering email addresses and personal information from others or sending any mass commercial emails.
SERVICE INTERRUPTIONS: The Company may need to interrupt access to the Software to perform maintenance or emergency services on a scheduled or unscheduled basis. You agree that your access to the Software may be affected by unanticipated or unscheduled downtime, for any reason, but that the Company shall have no liability for any damage or loss caused as a result of such downtime.
NO WARRANTIES: You agree that your use of the Software is at your sole and exclusive risk and that the Software is provided on "As Is" basis. The Company hereby expressly disclaims any and all express or implied warranties of any kind, including, but not limited to the implied warranty of fitness for a particular purpose and the implied warranty of merchantability. The Company makes no warranties that the Software will meet your needs or that access to the Software will be uninterrupted or error-free. The Company also makes no warranties as to the reliability or accuracy of any information contained within the Software. You agree that any damage that may occur to you, through your computer system, or as a result of loss of your data from your use of the Software is your sole responsibility and that the Company is not liable for any such damage or loss.
LIMITATION ON LIABILITY: The Software is provided "as is" and "as available" without warranty of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. The Company does not warrant that Sigma will meet your requirements or that the operation of Sigma will be uninterrupted or error-free.
DISPUTE RESOLUTION & GOVERNING LAW: All disputes will be resolved as provided for in the Terms & Conditions or Terms of Service. Should Company not have a live version of any Terms document or any other provisions in any user-facing document covering dispute resolution and governing law, the laws of Georgia shall govern any matter or dispute relating to or arising from this EULA or the Company's relationship with End User.
ASSIGNMENT: This Agreement, or the rights granted hereunder, may not be assigned, sold, leased, or otherwise transferred in whole or in part by you without the prior written consent of the Company. Any attempted assignment, sale, lease, or transfer in violation of this provision shall be null and void. Should this Agreement, or the rights granted hereunder, be assigned, sold, leased, or otherwise transferred by the Company, whether by operation of law or otherwise, the rights and liabilities of the Company will bind and inure to any assignees, administrators, successors, and executors. The Company shall provide written notice to you of any such assignment, sale, lease, or transfer within a reasonable period following its occurrence."
HEADINGS FOR CONVENIENCE ONLY: Headings of parts and sub-parts under this Agreement are for convenience and organization, only. Headings shall not affect the meaning of any provisions of this Agreement.
NO AGENCY, PARTNERSHIP OR JOINT VENTURE: No agency, partnership, or joint venture has been created between the Parties as a result of this Agreement. No Party has any authority to bind the other to third parties.
FORCE MAJEURE: The Company is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.
ELECTRONIC COMMUNICATIONS PERMITTED: Electronic communications are permitted to both Parties under this Agreement, including e-mail or fax. For any questions or concerns, please email us at the following address: support@rtechservices.co.
ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between you and The Company regarding the subject matter hereof and supersedes all prior or contemporaneous understandings and agreements, whether written or oral, regarding such subject matter.
TERM AND TERMINATION: This Agreement shall remain in effect until terminated by either party. You may terminate this Agreement by discontinuing your use of Sigma and destroying all copies of Sigma in your possession. RTechServices may terminate this Agreement at any time if you fail to comply with any term or condition of this Agreement. Upon termination, you shall cease all use of Sigma and destroy all copies of Sigma in your possession.
By installing, accessing, or using Sigma, you acknowledge that you have read, understood, and agree to be bound by the terms and conditions of this Agreement. If you do not agree to these terms and conditions, you may not install, access, or use Sigma.
For any questions regarding this Agreement, please contact RTechServices, LLC at support@rtechservices.co.
RTechServices, LLC
(586)838-6071
Terms Of Service
IMPORTANT – READ CAREFULLY:
THIS SERVICE IS OFFERED BY RTECHSERVICES LLC. AND ITS AFFILIATES (TOGETHER WITH THEIR SUCCESSORS AND ASSGINS, “SIGMA”) AND PARTICIPATION IN ANY SERVICE IS GOVERNED BY THESE TERMS OF SERVICE (THE "TERMS"). THE SERVICE MAY CONTAIN ONE OR MORE SERVICES (THE “SERVICES”) AS DETERMINED BY SIGMA IN ITS SOLE DISCRETION. IN ORDER TO USE THE SERVICES, YOU MUST BE A CUSTOMER IN GOOD STANDING, SUBJECT TO A COMMERCIAL AGREEMENT FOR A GENERALLY AVAILABLE SIGMA SERVICE, AND MUST REMAIN SO FOR THE DURATION OF THE SUBSCRIPTION. YOU MUST ALSO AGREE TO THESE TERMS. YOU UNDERSTAND AND AGREE THAT SIGMA WILL TREAT YOUR USE OF THE SERVICES AS ACCEPTANCE OF THE TERMS. AS LONG AS YOU COMPLY WITH THESE TERMS, SIGMA GRANTS YOU A PERSONAL, NON-EXCLUSIVE, NON-TRANSFERABLE, LIMITED PRIVILEGE TO ACCESS AND USE THE SERVICES.
You also hereby acknowledge that Sigma has not made any representations, promises or guarantees that the Services will ever be announced or made available to anyone in the future and that Sigma has no express or implied obligation to you to announce or introduce the Services. Sigma may discontinue any Service at any time, in its sole discretion, with or without notice. With respect to the Services, this subsection shall supersede any other terms and conditions contained herein, but only to the extent necessary to resolve conflict. ​
Services
1.1. Description
The Services may be a separate, stand-alone service accessible apart from the generally available service to which you subscribe, or it may be a feature or functionality of that service. Further description of the Service is provided at the time you enter the subscription, or when a Service is added to the Service, and may be updated from time to time by Sigma as the Service progresses (the “Documentation”).
1.2. “As Is” Status
By accepting these terms or using the Services, you understand and acknowledge that the Services are being provided as an “As Is” or “As Available” basis. The Services may contain bugs, errors, and other problems. Sigma strongly recommends that you back up all data and information prior to using the Services. YOU ASSUME ALL RISKS AND ALL COSTS ASSOCIATED WITH YOUR USE OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY INTERNET ACCESS FEES, BACK-UP EXPENSES, COSTS INCURRED FOR THE USE OF YOUR DEVICE AND PERIPHERALS, AND ANY DAMAGE TO ANY EQUIPMENT, SOFTWARE, INFORMATION OR DATA. In addition, Sigma is not obligated to provide any maintenance, technical or other support for the Services.
1.3. Feedback
The Services are made available to you for purposes of evaluation and feedback without any compensation or reimbursement of any kind from Sigma. You acknowledge the importance of communication between Sigma and you during your use of the Services and hereby agree to receive related correspondence and updates from Sigma. In the event you request to opt out from such communications, your participation in the Service will be canceled. During the Subscription, you may be asked to provide feedback regarding your use of the Services. You acknowledge that Sigma owns any feedback provided, and you hereby grant to Sigma, if for any reason it is further needed, a perpetual, non-revocable, royalty-free worldwide license to use and/or incorporate such feedback into any Sigma product or service (including the Services) at any time at the sole discretion of Sigma. Sigma will not publish feedback in a way that is attributable to you without your consent.
1.4. Limitations on Use
Limitations specific to any Service may be contained in the Documentation. You may use the Service pursuant to these terms during any period when the Subscription is live. When a Subscription is not live, you will no longer have access to the Services. Sigma reserves the right to modify or impose any limitations on the use of the Services at any time, with or without notice to you. Participation in the Beta Program. ​
2.1. Eligibility
You may participate in the Subscription upon request and approval by Sigma, or by invitation from Sigma.
2.2. Acceptable Use Policy
Your use of the Services is subject to the Acceptable Use Policy that may be published on the Sigma website from time to time.
2.3. No Reverse Engineering
Except to the extent permitted by law, you may not modify, distribute, prepare derivative works of, reverse engineer, reverse assemble, disassemble, decompile or otherwise attempt to decipher any code in connection with the Services and/or any other aspect of Sigma technology. ​
3. Copyright
Sigma respects the intellectual property rights of others. If you believe the Services have been used in a way that constitutes copyright infringement, please notify us at copyright@sigma-automate.com. Sigma reserves the right to delete or disable allegedly infringing content and to terminate the accounts of users who are repeat infringers. Sigma also reserves the right to forward the information in the copyright infringement notice to the user who allegedly provided the infringing content.
4. Intellectual Property
You agree that Sigma owns all legal right, title and interest in and to the Services, including all intellectual property rights, and except for the license provided herein, no other rights or permissions to any of the Services is granted. Nothing herein gives you a right to use any of Sigma trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.
5. Modification and Termination of the Service
Sigma reserves the right to modify or terminate the Services, or your use of the Services, to limit or deny access to the Services, at any time, in its sole discretion, for any reason, with or without notice and without liability to you. You may discontinue your use of the Services at any time.
6. DISCLAIMER OF WARRANTIES
YOU HEREBY ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE PROVIDED BY SIGMA ON AN “AS IS” BASIS AND AS AVAILABLE, AND YOUR ACCESS TO AND/OR USE OF THE SIGMA SERVICES, IS AT YOUR SOLE RISK. TO THE EXTENT PERMITTED BY APPLICABLE LAW, SIGMA EXPRESSLY DISCLAIMS ALL AND YOU RECEIVE NO WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THOSE OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SIGMA MAKES NO WARRANTY THAT ANY OF THE SERVICES WILL MEET YOUR REQUIREMENTS AND/OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY OR ERROR-FREE, NOR DOES SIGMA MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR THE ACCURACY OF ANY OTHER INFORMATION OBTAINED THROUGH THE SERVICES. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF ANY OF THE SERVICES IS DONE AT YOUR SOLE RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM AND/OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SIGMA OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES AND CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
7. LIMITATION ON LIABILITY
IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL AND/OR INCIDENTAL LOSS, EXEMPLARY OR OTHER DAMAGES RELATED TO THESE TERMS AND/OR WHETHER DIRECT OR INDIRECT: (i) LOSS OF DATA, (ii) LOSS OF INCOME, (iii) LOSS OF OPPORTUNITY, (iv) LOST PROFITS, AND (v) COSTS OF RECOVERY OR ANY OTHER DAMAGES, HOWEVER CAUSED AND BASED ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), VIOLATION OF STATUTE, OR OTHERWISE, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, EITHER PARTY’S LIABILITY HEREUNDER IS LIMITED TO $50.00. SOME JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. ​
8. Indemnification
You agree to hold harmless and indemnify Sigma, its affiliates and subsidiaries, officers, directors, agents, and employees (collectively "Sigma Indemnified Parties") from and against any third party claim arising from or in any way related to (i) your breach of the Terms, (ii) your use of the Services, (iii) your violation of applicable laws, rules or regulations in connection with the Services, or (iv) your user content, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys; fees, of every kind and nature. In such a case, Sigma will provide you with written notice of such claim, suit or action.
Sigma agrees to hold harmless and indemnify you from and against any third party claim arising from the use of the Services. In the event of a claim arising from or in any way related to (i) your breach of the Terms, (ii) your use of the Services, (iii) your violation of applicable laws, rules or regulations in connection with the Services, or (iv) your user content will result in voiding this indemnification.
9. Confidential Information
You acknowledge and agree that: (i) subject to sub-paragraph (iv), the successful market launch of commercial versions of the Services requires you to keep all Sigma data and information discussed and/or made available through or contained in Services, including, without limitation, the Services (collectively the “Confidential Information”) strictly confidential; (ii) the premature release of any of the Confidential Information would damage Sigma competitive edge and intellectual property rights; (iii) the Confidential Information shall not be shared with anyone other than other authorized participants of the same Service; and (iv) only Confidential Information that has been publicly released by Sigma may be discussed or shown to the public.
Sigma acknowledges and agrees that any customer information managed or stored in the Service will be treated as confidential.
10. Changes to the Terms
Sigma reserves the right to make changes to the Terms from time to time, and will notify you in such an event. You understand and agree that if you use the Services after the date on which the Terms have changed, Sigma will treat your use as acceptance of the updated Terms. ​
11. Additional Terms
11.1. Compliance with Laws
Both parties agree to comply with all applicable local, state, national and foreign laws, rules, and regulations, including, but not limited to, all applicable import and export laws and regulations governing use, transmission and/or communication of content, in connection with their performance, access and/or use of the Services. ​
11.2 International Use
The Service is intended for use only from within the United States. If you choose to access the Services from locations other than the United States, you do so on your own initiative and at your own risk and you are responsible for compliance with all relevant laws and regulations. Sigma does not guarantee that the Services shall be appropriate and/or available for use in any particular location.
12. Service Level Commitment (SLA)
Excluding scheduled maintenance windows, Sigma will use commercially reasonable efforts to maintain 99.8% availability of the hosted portion of the Service for each calendar month during the term of this Agreement. The Service will be deemed “available” so long as Authorized Users are able to login to the Service interface and access monitoring data. Excluding planned maintenance periods, in the event the Service availability drops below 99.8% for two consecutive months, Customer may terminate the Service in the calendar month following such two-month period upon written notice to Sigma.