Terms of Use

 

Your access to and use of https://world.sapience.net/sapienceworld/ ("Website"), hosted by Sapience Analytics Inc. ("Sapience"), and the products and services offered by Sapience either through the Website or on a mobile appstore ("Applications"), are subject to the following terms and conditions ("Terms of Use") and all applicable laws.

 

By accessing, downloading, and / or using, as applicable, the Website, any services or software applications hosted on (including SapienceBuddy), or downloadable from the Website or a mobile appstore, and the Applications (collectively, "Sapience Products"), you accept these Terms of Use and the Privacy Policy provided on the Website or within such Applications, without limitation or qualification. Sapience retains the sole and exclusive right to amend these Terms of Use from time to time at a time and manner of its election. IF YOU DO NOT ACCEPT THESE TERMS OF USE OR THE PRIVACY POLICY, THEN YOU MUST NOT DOWNLOAD OR USE ANY SAPIENCE PRODUCTS. IF YOU ARE ACTING ON BEHALF OF AN ENTITY, THEN YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF SUCH ENTITY. You hereby covenant that your continued use of the Website and / or one or more Applications constitutes acceptance of such changes in these Terms of Use. These Terms of Use were last revised on November 30, 2016.

 

Unless otherwise stated, the contents of the Sapience Products, including, but not limited to, the end user self-quantification workplace productivity software applications ("SapienceBuddy"), text and images contained herein and their arrangement are the property of Sapience and / or of their respective licensors. All trademarks used or referred to in the Sapience Products are either the property of Sapience or of their respective owners.

 

Sapience hereby grants to you a non-exclusive, personal, revocable, non-sublicensable, non-assignable and non-transferable license on annual renewable basis to:

 

  1. Install and run one (1) copy of the object code version of SapienceBuddy solely for your internal purposes on the single CPU on which SapienceBuddy was originally downloaded; and
  2. Receive, install and run any software updates, upgrades and documentation to SapienceBuddy as may be provided to you by Sapience in its sole discretion from time to time (each, an "Update"), provided, however, nothing stated herein shall obligate Sapience to release any Update.

Except as set forth above, nothing contained in these Terms of Use shall be construed as conferring by implication, estoppel, or otherwise, any license or right to any copyright, patent, trademark or other proprietary interest of Sapience or any third party. Sapience Products and the content therein, including, but not limited to, graphic images, audio, video, html code, metadata, buttons and text, may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way, other than as enabled by any such Sapience Products or without the prior written consent of Sapience, except that you may download, display, and print one copy of the materials on any single computer solely for your personal, non-commercial use, provided that you do not modify the material in any way and you keep intact all copyright, trademark, and other proprietary notices. Further, in respect of SapienceBuddy, you shall not: (a) modify, translate or create derivative works of SapienceBuddy; (b) decompile, reverse engineer or reverse assemble any portion of SapienceBuddy; (c) sell, assign, sublicense, rent, lease, loan, provide, distribute or otherwise transfer all or any portion of SapienceBuddy; (d) make SapienceBuddy available for remote use, including providing access to SapienceBuddy through a cloud computing environment; (e) make, have made, reproduce or copy SapienceBuddy; (e) remove or alter any trademark, logo, copyright or other proprietary notices associated with SapienceBuddy; (f) use SapienceBuddy for any commercial purposes on behalf of a third party, including processing of any third party data; (g) use SapienceBuddy to benchmark against any other product, or publish any information derived during any testing of SapienceBuddy; or (h) cause or permit any other party to do any of the foregoing.

 

SapienceBuddy may be available for download and use without any license fee for some versions, or with a waiver of the license fee through any promotions offered from time to time, or with payment of license fee, for a one year term at a time, entirely at the discretion of Sapience. In case of a paid installation, you agree that Sapience may charge your payment method for annual license to SapienceBuddy and for any additional amounts (including any taxes and late fees, as applicable) that may be accrued by or in connection with your downloading of SapienceBuddy. YOU ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ANY AND ALL FEES DUE AND FOR PROVIDING SAPIENCE WITH A VALID PAYMENT METHOD FOR PAYMENT OF FEES. Your total fee will include the price of one (1) annual license for SapienceBuddy plus any applicable tax; such tax is based on the bill-to address and the tax rate in effect at the time you download the SapienceBuddy.

 

All fees, once charged by Sapience, are final. The price for annual license of SapienceBuddy may change at any time, and Sapience shall not provide price protection or refunds in the event of a price reduction or promotional offering. If technical problems prevent or unreasonably delay delivery to you, or access by you, of SapienceBuddy, your exclusive and sole remedy is either replacement or refund of the price paid prorated on the basis of the remaining unused calendar months, as determined by Sapience.

 

You may be offered an annual license for SapienceBuddy without any fee for some versions or if you qualify through any promotions offered from time to time through the Website and /or one or more Applications. However, such a license is not redeemable for cash and cannot be returned for a cash refund (except as required by law); exchanged; or resold. Further, you shall not transfer or assign any such qualified promotions to another person. The cash value for any qualified promotion is 1/10 of one cent.

 

Sapience reserves the right to close or suspend your account, including your use of, and / or access to, SapienceBuddy, and request alternative forms of payment if your then provided payment method or qualified promotion is deemed by Sapience, in its sole discretion, to having been fraudulently obtained or used.

 

You may provide a link to the homepage of the Website; however, you shall (i) not provide such a link for any derogatory purpose or for such other purpose that is against public policy, (ii) refrain from deep linking, framing, phishing, introducing any malicious code or disabling the Website or its attendant infrastructure, and (iii) not use any bots or spiders or such other algorithms to access the contents of the Website. Further, you hereby agree to remove (a) any references and links to the Website, or (b) any Sapience Products residing on any machine under your control immediately upon receipt of a removal request from Sapience.

 

The information provided on the Website is free of charge and for informational purposes only and does not create a business or professional services relationship or any other type of commercial relationship between you and Sapience. Links on the Website may lead to services or sites not operated by Sapience. No judgment or warranty is made with respect to such other services or sites and Sapience takes no responsibility for such other sites or services. A link to another site or service is not an endorsement of that site or service. Any use you make of the information provided on the Website, or any site or service linked to by the Website, is at your own risk.

 

"Confidential Information" means all information disclosed (whether in oral, written, or other tangible or intangible form) by Sapience to you concerning or related to Sapience Products, which you know or should know, given the facts and circumstances surrounding the disclosure of the information by Sapience, is confidential information of Sapience. Confidential Information includes, but is not limited to, SapienceBuddy, the Website, the Applications, technical specifications, documentation, design plans, know-how, customer information, business information, any associated technology or services, and other similar information. You will, at all times, maintain in confidence the Confidential Information and will not use such Confidential Information except as expressly permitted herein. You will use at least the same degree of care in protecting the Confidential Information as you use to protect your own confidential information from unauthorized use or disclosure, but in no event less than reasonable care. Any Confidential Information will be used by you solely for the purpose of using Sapience Products in accordance with these Terms of Use. In addition, you will not reproduce Confidential Information in any form, except as required to accomplish your obligations as set out in these Terms of Use. Confidential Information will not include information that: (i) is in or enters the public domain without breach of these Terms of Use through no fault of yours; (ii) you can reasonably demonstrate was in your possession prior to first receiving it from Sapience; (iii) the Subscriber can demonstrate was developed independently and without use of or reference to the Confidential Information; or (iv) you receive from a third party without restriction on disclosure and without breach of a nondisclosure obligation.

 

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SAPIENCE PRODUCTS ARE PROVIDED "AS IS" AND SAPIENCE MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND WITH RESPECT TO SAPIENCE PRODUCTS, INCLUDING THAT ACCESS TO, AND USE OF, SAPIENCE PRODUCTS SHALL BE UNINTERRUPTED OR ERROR-FREE, OR ANY PROMOTIONS IN RESPECT OF ANY SAPIENCE PRODUCTS. SAPIENCE EXPRESSLY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, NONFUNCTIONALITY, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. IN NO EVENT WILL SAPIENCE BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR OTHER DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR DATA) WITHOUT REGARD TO THE FORM OF ACTION AND WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH SAPIENCE PRODUCTS, ANY CONTENT ON OR ACCESSED THROUGH THE WEBSITE OR ANY SITE OR SERVICE LINKED TO, OR ANY COPYING, DISPLAYING, OR USE THEREOF. FURTHER, NOTWITHSTANDING ANYTHING STATED TO THE CONTRARY, IN NO EVENT WILL SAPIENCE’S AGGREGATE LIABILITY FOR ANY DAMAGES ARISING OUT OF OR RELATING TO THESE TERMS OF USE, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED ONE HUNDRED DOLLARS (U.S. $100) IN THE AGGREGATE.

 

Sapience maintains Sapience Products in California, U.S.A. and you agree that these Terms of Use and any legal action or proceeding relating to the Sapience Products shall be governed by the laws of the State of California, U.S.A, without reference to its choice of law rules. If you attempt to bring any legal proceedings against Sapience you specifically acknowledge that Sapience is free to choose the jurisdiction of its preference as to where such action against it may be held. As you have agreed by using Sapience Products to choose the laws of the State of California to govern any such proceedings, Sapience will probably choose to defend any such action in California and it can make this decision entirely as it suits itself, without regard to where in the world you are located, or from where in the world you used any of the Sapience Products. You are responsible for complying with the laws of the jurisdiction from which you are accessing, downloading, or using Sapience Products and you agree that you will not access, download, or use Sapience Products in violation of such laws. Notwithstanding anything to the contrary in the foregoing, Sapience shall have the right to obtain preliminary and permanent injunctive relief and other equitable relief in case of any breach by you of these Terms of Use.

 

Sapience does not accept unauthorized idea submissions outside of established business relationships. To protect its own interests and those of its current clients, Sapience must treat the issue of such submissions with great care. Importantly, without a clear business relationship, Sapience cannot and does not treat any such submissions in confidence. Accordingly, please do not communicate any idea submissions to Sapience not pre-approved by Sapience in a prior express writing through Sapience Products. Any ideas disclosed to Sapience outside a pre-existing and documented confidential business relationship are not confidential and Sapience may therefore develop, use and freely disclose or publish similar ideas without compensating you or accounting to you. Sapience will make every reasonable effort to return or destroy any unauthorized idea submissions without detailed review of them. However, if a review is necessary in Sapience's sole discretion, it will be with the understanding that Sapience assumes no obligation to protect the confidentiality of your idea or compensate you for its disclosure or use. By submitting an idea or other detailed submission to Sapience through Sapience Products, you agree to be bound by these Terms of Use.

 

Sapience may terminate your license to, or use of, SapienceBuddy or other Sapience Products, and thereby revoke all licenses provided hereunder, on written notice to you in the event of your breach of any provision of these Terms of Use, or if any Sapience Products should become, or, in Sapience’s reasonable opinion, is likely to become, the subject of intellectual property infringement or trade secret appropriation. Further, Sapience may terminate any or all licenses provided hereunder for convenience and without providing any reason upon five (5) days' prior notice in writing to you, and you shall immediately discontinue use of Sapience Products upon any termination. In the event of any such termination for convenience by Sapience, Sapience shall refund you the unused portion of any fees actually paid by you in respect of any such Sapience Products, prorated on the basis of the remaining unused calendar months. Further, you shall be responsible to download and backup all data accessed through, or stored on, Sapience Products. You also acknowledge that Sapience Products may include functions which disable your use thereof upon termination. All sections and obligations of Sapience or yours that warrant survival after termination of your use of Sapience Products shall survive any such termination.

 

This Terms of Use document was last revised on December 20, 2016.

 

Complaints regarding any content or information made available on the Website may be made to Sapience's registered agent for notice under 17 U.S.C. § 512, as registered with the United States Copyright Office, at the following address: info@sapience.net.