Buildt Analytics LLC Terms of Service
Last updated: 9 June 2020
This Buildt Terms of Service (“Agreement”) is a legal agreement between Buildt Analytics LLC (“Buildt”, “us”, or “we”) and the entity or person (“you”, “your”, or “user”) who purchased a subscription or authenticated through GitHub to receive certain notification, data, technology and analytics services, and other business services that may be offered by Buildt, and other related products, applications, communications and services (“Services”). This Agreement describes the terms and conditions that apply to your use of the Services.
If you do not understand any of the terms of this Agreement, please contact us before using the Services. You may not access or use any Services unless you agree to abide by all of the terms and conditions in this Agreement.
1. Account Terms
- The Services are not available to persons under the age of 16. If you are between the ages of 16 and 18 (or between 16 and the age of legal majority in your country of residence), you may only use the Services under the supervision of a parent or legal guardian who agrees to be bound by this Agreement. By using the Services, you represent that you are at least 16 years of age.
- If you create a Buildt account on behalf of an entity, such as your business or employer, you represent that you have the legal authority to bind that entity to this Agreement.
- You are responsible for maintaining the security of your account and password. Buildt cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
- You are responsible for all content posted and activity that occurs under your account (even when content is posted by others who have their own logins under your account).
- You may not use the Services for any illegal purpose or to violate any laws in your jurisdiction (including but not limited to copyright laws).
- You must provide your accurate legal full name, a valid email address, and any other information requested in order to complete the signup process.
- Your login may only be used by one person. A single login shared by multiple people is not permitted. You may create separate logins for as many people as you'd like.
- You must be a human. Accounts registered by “bots” or other automated methods are not permitted.
2. User Content
Your User Content may be uploaded to the Services, either directly by you or indirectly when we import your data from GitHub in order to provide Services to you. This User Content may include text, data, images, designs, source code, feature descriptions, and any other content created, posted, stored or transmitted by you on the Services (collectively, “User Content”). You hereby grant to Buildt a fully paid, worldwide, non-exclusive, and transferable license to use, distribute, display, reproduce, sublicense, publish, and modify the User Content for purposes of providing the Services and for Buildt's other legitimate business reasons.
You are solely responsible for the content of, and for any harm resulting from, any User Content that you or your users make available via the Services. All content provided to the Services must comply with U.S. copyright law. We claim no intellectual property rights over the User Content you provide. We do not pre-screen User Content, but reserve the right (but not the obligation) in our sole discretion to refuse or remove User Content that is available via the Services.
Buildt considers User Content confidential to you. We will protect User Content from unauthorized use, access, or disclosure in the same manner that we would use to protect our own confidential information of a similar nature and in no event with less than a reasonable degree of care. For more information on how we use and treat your User Content and other data, please see the section titled “Data Usage, Privacy, and Security”.
Except for User Content, the Services, information, and materials contained therein are the property of Buildt and its licensors, and are protected from unauthorized copying and dissemination by copyright law, trademark law, and other intellectual property laws. Subject to this Agreement, Buildt grants you a limited, non-transferable, non-exclusive, revocable license to use the Services (the "License"). Your rights under this Agreement do not include any right to use the trademarks, service marks, and trade names of Buildt for any reason.
You may not: (i) copy, modify, create a derivative work of, reverse engineer, or otherwise attempt to extract the source code or design elements of Buildt; (ii) reproduce the features or functionality of Buildt in a similar or competing product, including any new or existing, publicly listed product on the GitHub Marketplace; (iii) use the Services in a manner that violates this Agreement; or (iv) attempt to do any of the foregoing.
4. Subscription Fees & Payment
- The Services are offered with a free trial as specified on our website. We may increase or decrease the duration of your free trial at our sole discretion. Usage beyond the free trial limit requires your purchase of a paid subscription. If you fail to pay for additional usage, your account will be frozen and inaccessible until payment is made.
- Any upgrade or downgrade in plan level will result in the new rate being charged at the next billing cycle. There will be no prorating for downgrades in between billing cycles.
- Payments are non-refundable. There will be no refunds or credits for partial months of service or for months unused with an open account. The Services may be offered for free for non-commercial, open-source projects, as solely determined by us.
- Buildt may change its fees and payment policies for the Services by notifying you at least thirty (30) days before the beginning of the billing cycle in which such change will take effect.
- All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you are responsible for payment of all such taxes, levies, or duties.
- Payments and purchases made through the GitHub Marketplace are governed by the GitHub Marketplace Terms of Service. We expressly disclaim all responsibility and liability for your use of GitHub Marketplace.
5. Suspension, Cancellation and Termination
- You must cancel your account via support request at our website using your account email. Any other emails or phone requests to cancel your account will not be considered a cancellation.
- If you cancel the Services before the end of your current paid up month, your cancellation will take effect immediately, and you will not be charged again. But there will not be a refund or any prorating of unused time in the last billing cycle.
- You are solely responsible for canceling subscriptions purchased through the GitHub Marketplace. Cancellations made through the GitHub Marketplace are governed by the GitHub Marketplace Terms of Service.
- Buildt, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Services for any reason at any time. Such termination of the Services will result in the deactivation or deletion of your account. Buildt has the right to delete all User Content following termination or expiration of this Agreement.
6. Data Usage, Privacy, and Security
You agree to allow us to use your company's or organization's name and logo to identify you as a Buildt user or customer on our website and in promotional materials. You may revoke this permission by notifying us in writing to stop using your organization's name in our promotional materials. However, Buildt will have no obligation to remove or recall any prior use or distribution of the promotional materials.
You may voluntarily provide suggestions, comments, ideas or other feedback ("Feedback") to us about our Services. Even if designated as confidential, we may use it for any purpose, without obligation to you of any kind, and without your consent.
9. General Conditions
9.1. Right to Amend
We reserve the right, at our sole discretion, to amend this Agreement at any time. We will notify you of material changes to this Agreement, such as price changes, at least 30 days prior to the change taking effect by posting a notice on our website. For non-material modifications, your continued use of our Services constitutes agreement to our revisions to the Agreement. You can access a copy of the current terms of this Agreement on our website at any time. You can find out when this Agreement was last changed by checking the “Last Updated” date at the top of the Agreement.
9.3. No Agency; Third-Party Services
The relationship of the parties under this Agreement is that of independent contractors. Neither party will be deemed to be an employer, employee, agent, partner or legal representative of the other for any purpose and neither will have any right, power or authority to create any obligation or responsibility on the behalf of the other.
Buildt supports integrations with GitHub and uses other third-party providers in providing the Services (“Third-Party Services”). In order for us to communicate with such Third-Party Services, you may be required to input credentials in order for us to access and receive relevant information from the Third-Party Service. By enabling use of the Services with any Third-Party Service, you authorize Buildt to access your accounts with the Third-Party Service for the purposes described in this Agreement.
9.4. Excessive Use
We reserve the right to temporarily disable your account if your usage significantly exceeds the average usage of other users. Of course, we'll reach out to you before taking any action except in rare cases where the level of use may negatively impact the performance of the Services for other users.
9.5. Force Majeure
Neither party will be liable for any delays in processing or other nonperformance caused by telecommunications, utility, failures, or equipment failures; labor strife, riots, war, or terrorist attacks; nonperformance of our vendors or suppliers, fires or acts of nature; or any other event over which the respective party has no reasonable control.
9.6. Your Liability for Third-Party Claims Against Us
You agree to hold harmless and indemnify Buildt, and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners from and against any third party claim arising from or in any way related to (a) your breach of the Agreement, (b) your use of the Services, or (c) your violation of applicable laws, rules or regulations in connection with the Services, 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, Buildt will provide you with written notice of such claim, suit or action.
9.7. No Warranties
IF YOU ACCESS THE SERVICES, YOU DO SO AT YOUR OWN RISK. WE PROVIDE THE SERVICES “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE.” WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR GUARANTEES ABOUT THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL SUCH WARRANTIES, INCLUDING ALL STATUTORY WARRANTIES, WITH RESPECT TO THE SERVICES, INCLUDING WITHOUT LIMITATION ANY WARRANTIES THAT THE SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. WE DO NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, RELIABLE OR ACCURATE OR WILL MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT TIMES OR LOCATIONS OF YOUR CHOOSING. WE ARE NOT RESPONSIBLE FOR THE ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF INFORMATION PROVIDED BY ANY OTHER USERS OF THE SERVICES OR ANY OTHER DATA OR INFORMATION PROVIDED OR RECEIVED THROUGH THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH HEREIN, BUILDT MAKES NO WARRANTIES ABOUT THE INFORMATION SYSTEMS, SOFTWARE AND FUNCTIONS MADE ACCESSIBLE BY OR THROUGH THE SERVICES OR ANY SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION. BUILDT DOES NOT WARRANT THAT THE SERVICES WILL OPERATE ERROR-FREE, THAT ERRORS IN THE SERVICES WILL BE FIXED, THAT LOSS OF DATA WILL NOT OCCUR, OR THAT THE SERVICES OR SOFTWARE ARE FREE OF COMPUTER VIRUSES, CONTAMINANTS OR OTHER HARMFUL ITEMS. UNDER NO CIRCUMSTANCES WILL BUILDT, ANY OF OUR AFFILIATES, DISTRIBUTORS, PARTNERS, LICENSORS, AND/OR ANY OF OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS, OR OTHER REPRESENTATIVES BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THE SERVICES.
9.8. Limitation of Liability
Your sole and exclusive remedy for any dispute with us is the cancellation of your registration. In no event shall our total cumulative liability to you for any and all claims relating to or arising out of your use of the Services, regardless of the form of action, exceed the greater of: (a) the total amount of fees, if any, that you paid to utilize our Services or (b) one hundred dollars ($100). In no event shall we be liable to you (or to any third party claiming under or through you) for any direct, indirect, special, incidental, consequential, punitive or exemplary damages or any bodily injury, emotional distress, death or any other damages arising from your use of or inability to use the Services, whether on-line or off-line, or otherwise in connection with the Services.
These exclusions apply to any claims for lost profits, lost data, loss of goodwill or business reputation, cost of procurement of substitute goods or services, work stoppage, computer failure or malfunction, any other commercial damages or losses, or any personal injury or property damages, even if we knew or should have known of the possibility of such damages. These limitations on our liability to you will apply regardless of the legal theory on which your claim is based, including contract, tort (including negligence), strict liability, or any other theory or basis.
Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the extent permitted by law. If you are a California resident, you waive your rights with respect to California Civil Code Section 1542, which says “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”
9.9. Governing Law; Jurisdiction and Venue
This Agreement shall be governed by, and construed in accordance with, the laws of the State of Delaware without regard to its rules of conflict of laws. The parties hereto hereby irrevocably and unconditionally consent to and submit to the exclusive jurisdiction of the courts of the State of Delaware and of the United States of America located in such state (the “Delaware Courts”) for any litigation arising out of or relating to this Agreement and the transactions contemplated hereby (and agree not to commence any litigation relating thereto except in such courts), waive any objection to the laying of venue of any such litigation in the Delaware Courts and agree not to plead or claim in any Delaware Court that such litigation brought therein has been brought in any inconvenient forum.
9.10. Entire Agreement
This Agreement and all policies and procedures that are incorporated by reference constitute the entire agreement between you and Buildt for provision and use of the Services. Except where expressly stated otherwise in a writing executed between you and Buildt, this Agreement will prevail over any conflicting policy or agreement for the provision or use of the Services. This Agreement sets forth your exclusive remedies with respect to the Services. If any provision or portion of this Agreement is held to be invalid or unenforceable under Law, then it will be reformed and interpreted to accomplish the objectives of such provision to the greatest extent possible, and all remaining provisions will continue in full force and effect.
9.11. Severability, No Waiver, and Survival
If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be construed to reflect the parties' original intent. The remaining portions will remain in full force and effect. Any failure on the part of Buildt to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.
We may provide notices and other communications under this Agreement to you by email to the email address you provide with your account or by posting such notice to your account. All notices, requests, consents and other communications under this Agreement sent to Buildt will be in writing, addressed to:
Buildt Analytics LLC.
969-G Edgewater Blvd.
Foster City, CA 94404-3760