Lyzr

" 6.1.     License Rights .   Subject to the terms and conditions of these Customer Terms, Lyzr, grants Customer a non-exclusive, non-sublicensable, and non-transferable license to install and use the Products during the applicable License Term in accordance with these Customer Terms, Customer’s applicable Scope of Use, and the Documentation. Such use shall solely be for the benefit of the licensed Customer or licensed MSP Customer.   Customer may use the Products to develop, sell and distribute software applications and workflows to perform designated tasks (“ Customer Products ”). The term of each Software license (“ License Term ”) will be specified in Customer’s Order. The License Term will end upon any termination of these Customer Terms, even if no expiration date is specified in Customer’s Order. 6.2.     Restrictions .   Except as otherwise expressly permitted in these Customer Terms, Customer will not: (a) rent, lease, reproduce, modify, adapt, create derivative works of, distribute, sell, sublicense, transfer, or provide access to the Products to a third party, (b) use the Products for the benefit of any third party, (c) incorporate any Products into a product or service Customer provide to a third party, (d) interfere with any license key mechanism in the Products or otherwise circumvent mechanisms in the Products intended to limit Customer’s use, (e) reverse engineer, disassemble, decompile, translate, or otherwise seek to obtain or derive the source code, underlying ideas, algorithms, file formats or non-public APIs to any Products, except as permitted by law, (f) remove or obscure any proprietary or other notices contained in any Product, (g) publicly disseminate information regarding the performance of the Products or (h) install or use the Products to"

" We use cookies and similar tracking technologies for: – Essential Cookies: Website functionality and security (session duration) – Analytics Cookies: Usage statistics via Google Analytics (26 months) – Marketing Cookies: Campaign tracking and personalization (13 months) – Preference Cookies: User settings and preferences (12 months) Cookie Management: You can control cookies through your browser settings or our cookie preference center. Essential cookies cannot be disabled without affecting site functionality. Third-Party Cookies: We use Google Analytics and other third-party services that may set cookies. Please refer to their privacy policies for more information. "

" – Identity Data: Name, username, job title, company name – Contact Data: Email address, telephone number, business address – Technical Data: IP address, browser type, device information, operating system – Usage Data: Platform interactions, feature usage, session duration – Account Data: Login credentials, account preferences, billing information – Content Data: Files, documents, and data uploaded to our platform – Communication Data: Support tickets, chat messages, survey responses – Marketing Data: Communication preferences, campaign interactions "

" We use information that we collect about you or that you provide to us: To present the Site and its contents to you, to provide our Services, and to support and improve the Site and our Services; To provide recommendations and customize the Services and your experience with our Services; To communicate with you about upcoming events, or other news about products and services that we or third parties may offer. To validate information about you, including your financial accounts; For internal research and development purposes; To analyze the Site and the Services, and to estimate audience size or usage; To remember your preferences; To provide you with information, products, or services that you request, or that we think may be of interest to you; To send you technical notices, updates, security alerts, support or administrative messages and to respond to your comments, questions, or other messages or requests. For administrative purposes, such as to provide you with notices about your account, to process invoices, respond to support tickets, or other communications; To fulfill any other purpose for which you provide it; To carry out our legal obligations and enforce our rights arising from any contracts entered into between you and us, including for billing and collection; To notify you about changes to our Site or the Services; To investigate misuse or misconduct relating to the Site or Services; To help protect you, our service providers, and others from fraud, malicious activity, and other privacy and security-related concerns; For other notified purposes with your consent or at your direction; or To allow you to participate in interactive features on the Site or Services. "

" 7.1.  Delivery . Lyzr will deliver the applicable Product to the email addresses specified in Customer’s Order when we have received payment of the applicable fees as set forth on the Order. All deliveries under these Customer Terms will be electronic. 7.2.  Payment . Customer agrees to pay all fees in accordance with each Order. Customer will pay all amounts in U.S. dollars. Other than as expressly set forth herein, all amounts are non-refundable, non-cancelable and non-creditable. In making payments, Customer acknowledges that Customer is not relying on future availability of any Products beyond the current License Term or any Product upgrades or feature enhancements.   If Customer purchase any Products through a Reseller, Customer owes payment to the Reseller as agreed between Customer and the Reseller, but Customer acknowledges that Lyzr may terminate Customer’s rights to use Products if Lyzr does not receive our corresponding payment from the Reseller. 7.3.  Taxes . Customer’s payments under these Customer Terms exclude any taxes or duties payable in respect of the Products in the jurisdiction where the payment is either made or received. To the extent that any such taxes or duties are payable by Lyzr Customer must pay to Lyzr the amount of such taxes or duties in addition to any fees owed under these Customer Terms. Notwithstanding the foregoing, Customer may have obtained an exemption from relevant taxes or duties as of the time such taxes or duties are levied or assessed. "

" We may make changes to this privacy policy from time to time. We will post any changes here, and such changes will become effective when they are posted. We will notify you of material changes by email or through our platform. Your continued use of the Site or our Services, or your interaction with us following the posting of any changes will mean you consent to those changes. "

" 8. Ownership and Feedback. All Products are provided to Customer under a limited license.   Lyzr and its licensors have and retain all right, title and interest, including all intellectual property rights, in and to the Products including any and all components and features thereof and all intellectual property rights associated therewith (“ Lyzr Technology ”). From time to time, Customer may choose to submit comments, information, questions, data, ideas, description of processes, or other information to Lyzr (“ Feedback ”). Lyzr may in connection with any of its products or services freely use, copy, disclose, license, distribute and exploit any Feedback in any manner without any obligation, royalty or restriction based on intellectual property rights or otherwise. No Feedback will be considered Customer’s Confidential Information, and nothing in these Customer Terms limits Lyzr’s right to independently use, develop, evaluate, or market products, whether incorporating Feedback or otherwise.   Customer owns all rights in and to the Customer Data and any Customer Products it develops."

" 6.5.   Customer Products .   Customer shall be solely responsible for the design, development, sale, distribution and deployment of Customer Products, including compliance with all applicable laws and the terms and conditions pursuant to which the Customer Products are made available.   Customer Products may be marketed and distributed under Customer’s brands and trade and service marks and shall not include Lyzr marks unless expressly approved by Lyzr in writing.  6.6 Beta Features .   Lyzr may, in its sole discretion, make certain new features or functionality within the Product available to Customer in a pre-production release, beta or evaluation format (“ Beta Features ”).   Beta Features are not required to be used by Customer and are made available AS-IS.   Customer’s use of any Beta Features is at Customer’s sole risk. 6.7. Compliance . Customer agree to allows Lyzr, or its authorized agent, to audit Customer’s use of the Products. Lyzr will provide Customer with at least 10 days advance notice prior to the audit, and the audit will be conducted during normal business hours. Lyzr will bear all out-of-pocket costs that we incur for the audit, unless the audit reveals that Customer have exceeded the Scope of Use. Customer will provide reasonable assistance, cooperation, and access to relevant information in the course of any audit at Customer’s own cost. If Customer exceed Customer’s Scope of Use, Lyzr may invoice Customer for any past or ongoing excessive use, and Customer will pay the invoice promptly after receipt. "

" 13. Limitation of Liability. NEITHER PARTY (NOR ITS SUPPLIERS) SHALL BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, FAILURE OF SECURITY MECHANISMS, INTERRUPTION OF BUSINESS, COSTS OF DELAY OR ANY INDIRECT, SPECIAL, INCIDENTAL, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOST PROFITS), REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF INFORMED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. NEITHER PARTY’S AGGREGATE LIABILITY TO THE OTHER SHALL EXCEED THE AMOUNT ACTUALLY PAID BY CUSTOMER TO LYZR (OR ITS RESELLER) FOR PRODUCTS IN THE 12 MONTHS IMMEDIATELY PRECEDING THE CLAIM OR $10,000, WHICHEVER IS GREATER. THIS SECTION 13 SHALL NOT APPLY TO AMOUNTS OWED BY CUSTOMER UNDER ANY ORDERS The parties agree that the limitations specified in this Section 16 will survive and apply even if any limited remedy specified in these Customer Terms is found to have failed of its essential purpose."

"This remedy is without prejudice to any other remedies available to Lyzr at law or equity or under these Customer Terms. 6.8.   Security .   Each party will implement and maintain commercially reasonable security measures for its computer systems and information storage facilities designed to protect the Products and any personally identifiable information (“ PII ”) that it controls, processes or transmits under these Customer Terms.  6.9 Updates .   Lyzr reserves the right to make changes, modifications, updates or upgrades (“ Updates ”) to the Products during the Term.   An Update may be (1) an improvement to the base underlying model or functionality of the Product or additional functionality (“ Feature Update ”) or (2) a patch designed to correct an error or address a known security vulnerability or defect in the Product (“ Operational Update ”).   Customer may choose to receive and implement Feature Updates, provided that Customer acknowledges that certain functionality and features will require the implementation of such Feature Updates. Customer must receive and promptly implement Operational Updates. 6.9. Usage Data .   Lyzr may monitor, collect and compile data and information pertaining to Customer’s and Authorized Users’ access to and use of the Products in an aggregate and anonymized manner (“ Usage Data ”). Lyzr may use Usage Data in perpetuity to improve its products, services and business; provided that Lyzr will not disclose or generally make available any Usage Data except in anonymized and aggregate form that in no way identifies Customer or any Authorized User."

"You may also submit requests through our Trust Centre at [ Trust Centre ]. If you submit a request related to the Services, we will direct you to submit a request to exercise your rights directly with our customer. We may have a reason under the law why we do not have to comply with your request or may comply with it in a more limited way than you anticipated. If we do, we will explain that to you in our response. Response Timeline: We will respond to your request within 30 days of receipt. In complex cases, we may extend this period by up to 60 additional days with explanation. Verification: We may request additional information to verify your identity before processing your request. Fees: Requests are generally free unless they are manifestly unfounded or excessive. We process personal information, or “Personal Data” as that term is defined in the EU General Data Protection Regulation, on the following legal bases: (1) with your consent; (2) as necessary to perform our agreement to provide Services; and (3) as necessary for our legitimate interests where those interests do not override your fundamental rights and freedom related to data privacy. We may also process personal information as necessary to comply with legal obligations. Information we collect may be transferred to, and stored, and processed in, the United States or any other country in which we or our affiliates or subcontractors maintain facilities, as described above. "

" Direct Collection: Information you provide directly through forms, account creation, or service use – Indirect Collection: Information obtained from third parties, public sources, or business partners (where we obtain data indirectly, we will inform you of the source within one month of collection) Like many websites, we use “cookies,” pixels, or other automatic tracking technologies to collect information. Cookies are alphanumeric identifiers in the form of data files that are inserted and stored by your web browser on your computer’s hard drive. Through cookies or similar tracking technologies, we collect usage information like activity data, IP address, the website you came from before visiting the Site or Services, browser type and setting, time/date, language preferences, and device information (device ID, unique device identifiers, crash data).You can set your browser to refuse all or some browser cookies, or to alert you when cookies are being set. Most Internet browsers will allow you to block cookies from being stored on your computer and to delete cookies stored on your computer, and we will honor browser “do not track” settings. However, if you choose to eliminate cookies, the functionality of the Site or Services may be impaired. "

" These Customer Terms & Conditions (the “ Customer Terms ”) are between the entity that is using the products and services described herein (“ Customer ”) and Lyzr, Inc., a Delaware corporation (“ Lyzr ”). If you are agreeing to these Customer Terms on behalf of the Customer, then you represent and warrant that Customer have the right to bind the Customer to these Customer Terms. Lyzr may modify these Customer Terms from time to time, subject to the terms in Section 26 (Changes to these Customer Terms) below. NOTE:  These Customer Terms apply to Customer’s use of Lyzr products and services unless a separate legal agreement in which case such other agreement will apply to such use. "

" We retain your personal information for as long as we have an ongoing legitimate business need to do so (for example, to provide you with a service you have requested or to comply with applicable legal, tax, or accounting requirements). The criteria used to determine appropriate retention period for personal information include: The amount, nature, and sensitivity of the personal information. The purpose(s) for which the personal information was collected and used. Whether we have a legal obligation to retain personal information or whether retaining personal information is necessary to resolve disputes, including the establishment, exercise, or defense of legal claims. "

" 11.1.    Mutual . Each party represents and warrants that it has the legal power and authority to enter into these Customer Terms, and that it will perform all obligations and exercise all rights in accordance with Laws. 11.2.    WARRANTY DISCLAIMER . EXCEPT AS EXPRESSLY SET FORTH HEREIN, ALL PRODUCTS ARE PROVIDED “AS IS,” AND EACH PARTY AND ITS SUPPLIERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, INCLUDING ANY WARRANTY OF NON-INFRINGEMENT, TITLE, FITNESS FOR A PARTICULAR PURPOSE, FUNCTIONALITY, OR MERCHANTABILITY, WHETHER EXPRESS, IMPLIED, OR STATUTORY. LYZR MAKES NO WARRANTIES OR GUARANTEES AS TO THE OUTPUTS OR RESULTS OF CUSTOMER’S USE OF THE PRODUCTS.   CUSTOMER ACKNOWLEDGES THAT THE PRODUCTS INCLUDE CERTAIN ARTIFICIAL INTELLIGENCE AND MACHINE LEARNING CAPABILITIES AND THAT SUCH TECHNOLOGIES ARE NASCENT, MAY NOT PRODUCE DESIRED OUTCOMES AND MAY PROVIDE INNACURATE INFORMATION.   CUSTOMER SHOULD INDEPENDENTLY CONFIRM ANY OUTPUTS FROM THE PRODUCTS BEFORE RELYING ON SUCH OUTPUTS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY NOR ANY OF ITS THIRD PARTY SUPPLIERS MAKES ANY REPRESENTATION, WARRANTY OR GUARANTEE AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF ANY PRODUCTS OR ANY CONTENT THEREIN OR GENERATED THEREWITH, OR THAT: (A) THE USE OF ANY PRODUCTS WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE; (B) THE PRODUCTS WILL OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM, OR DATA; (C) THE PRODUCTS (OR ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE PRODUCTS) WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS); OR (D) ANY STORED DATA WILL BE ACCURATE OR RELIABLE OR THAT ANY STORED DATA WILL NOT BE LOST OR CORRUPTED;"

" (E) ERRORS OR DEFECTS WILL BE CORRECTED."

"This Section 12 states Lyzr’s entire liability and Customer’s sole and exclusive remedy for infringement claims and actions. 11.2 By Customer .   Customer will defend, indemnify and hold Lyzr harmless from and against any and all third party claims, damages, expenses (including reasonable attorneys’ fees), and liabilities related to or arising from any Customer Products. 11.3 Process .   The foregoing indemnification indemnifications of each party (“ Indemnifying Party ”) are conditioned on the other party (“ Indemnified Party ”) (a) notifying the Indemnifying Party promptly in writing of the relevant action or claim, (b) giving the Indemnifying Party sole control of the defense thereof and any related settlement negotiations, and (c) cooperating and, at Indemnifying Party’s reasonable request and expense, assisting in such defense."

" We may share personal data with: – Cloud Service Providers: Amazon Web Services (AWS) for hosting in us-east-1 region – Analytics Providers:Google Analytics, mixpanel, marketing platforms – Customer Support Systems: Ticketing and support platforms – Payment Processors: Billing and subscription management services – Security Service Providers: Monitoring and threat detection services – Legal and Professional Advisors: As required for business operations "