Kaarta will have a royalty-free, worldwide, transferable, sub-licensable, irrevocable and perpetual license to incorporate into the Kaarta Cloud or otherwise use any suggestions, enhancement requests, recommendations or other feedback Kaarta receives from You. Kaarta, and Kaarta’s other product names, service names, and logos used or displayed on the Kaarta Cloud or the Kaarta website are registered or unregistered trademarks of Kaarta (collectively, “Kaarta Marks”), and You may only use such Kaarta Marks to identify Yourself as a customer and user of the Kaarta Cloud; provided, however, that You do not attempt, now or in the future, to claim any rights in the Kaarta Marks, degrade the distinctiveness of the Kaarta Marks, or use the Kaarta Marks to disparage or misrepresent Kaarta, its services or products.
All rights, title and interest in and to the Kaarta Cloud and its components, including all related Intellectual Property Rights, will remain with and belong exclusively to Kaarta.
Security. You will maintain commercially reasonable security procedures for the transmission of data by You to the Kaarta Cloud. You will notify Kaarta promptly of any suspected security breach regarding its transmissions to or from the Kaarta Cloud. You will not (a) breach or attempt to breach the security of the Kaarta Cloud or any network, servers, data, computers or other hardware relating to or used in connection with the Kaarta Cloud or belonging to or used or leased by any other customer of Kaarta or any third party that is hosting or interfacing with any part of the Kaarta Cloud; or (b) use or distribute through the Kaarta Cloud any software, files or other tools or devices designed to interfere with or compromise the privacy, security or use of the Kaarta Cloud or the operations or assets of any other customer of Kaarta or any third party.
Suspension of Access. If Kaarta believes there is a risk that may interfere with the proper continued provision of the Kaarta Cloud, it may immediately suspend, filter, block access to or take other appropriate action, including mitigation of risk, to protect the integrity of the Kaarta Cloud. If Kaarta makes a commercially reasonable determination that You or any of Your Personnel are misusing the Kaarta Cloud or Kaarta Rendering (as applicable) by bypassing or attempting to bypass any security features, launching denial of service attacks, disabling security devices, using any malware or otherwise gaining or attempting to gain unauthorized access to the Kaarta Cloud, is reverse engineering any component of the Kaarta Cloud or is or may be engaged in illegal activity, then Kaarta may suspend or permanently terminate Your access to the Kaarta Cloud. Kaarta does not issue service credits in connection with actions taken under this Section 3.3.
Neither You nor Your Personnel will,
Approved Collection Devices are required to collect PointCloud Data and upload to Kaarta for the purpose of creating Kaarta Renderings.
Kaarta Cloud Access.
You will designate Admins who Kaarta will provide username and password-protected access to Your Kaarta Cloud Account. During Your use of the Kaarta Cloud Account, Admins will have access to the Kaarta Cloud (subject to Kaarta’ suspension or termination rights herein).
The Kaarta Cloud enables Admins to complete the following actions during the Term:
You or Your Personnel will upload files to the Kaarta Cloud that designate a Project to be assessed by Kaarta.
You are solely responsible for ensuring that PointCloud Data is collected in a professional manner that follows all applicable laws and industry standards.
You are solely responsible for uploading collected PointCloud Data for Projects.
The Kaarta Cloud will only conduct a Kaarta Rendering when the necessary coverage and PointCloud Data quality specifications have been met, as determined by Kaarta.
Kaarta Rendering Generation
Kaarta will generate Kaarta Renderings from collected PointCloud Data for each Project.
Kaarta will make Kaarta Renderings available through the Kaarta Cloud.
You acknowledge that there may be errors or defects in the software, database or methodology used to generate Kaarta Renderings delivered through the Kaarta Cloud. You will assume all responsibility for edit checking and the appropriateness for use of the Kaarta Renderings regardless of any efforts made by Kaarta.
You are responsible for all information, data, text, messages or other materials transmitted by You or Your Personnel via the Kaarta Cloud. You are responsible for complying with all applicable laws. You are responsible for maintaining the confidentiality of Your personal data, such as password and account information. You are fully responsible for any and all activities that occur under the login credentials or account of any Admin. You agree and acknowledge that each set of login credentials may only be used by one (1) person, and that Your Personnel will not share a single login among multiple people. You agree that You will not sell, trade or otherwise transfer any login credentials or Your Kaarta Cloud Account to another party and that You will not, unless otherwise specifically agreed to in writing by Kaarta, charge anyone for access to any portion of the Kaarta Cloud, or any information therein. You agree that You are responsible for anything that happens through Your Kaarta Cloud Account until You cancel Your subscription and close Your Kaarta Cloud Account or prove that Your Kaarta Cloud Account security was compromised due to no fault of Your own.
You acknowledge that an internet connection is required to use the Kaarta Cloud, and any associated charges (e.g. mobile data expenses) incurred by Your use of the Kaarta Cloud are Your exclusive responsibility and made solely at Your expense. Transmitting and receiving updates and data collected by the Kaarta Cloud to and from Kaarta requires an online connection between the device You use to connect to the internet and the internet. The expenses of such connection are as prescribed by the agreement between You and Your communication service provider (such as Your cellular company), and according to its applicable terms of payment. You acknowledge that the amount of data collected by the Kaarta Cloud and transmitted from Your device to Kaarta may be significant and that You will be solely responsible for any associated costs.
Kaarta will maintain appropriate administrative, physical and technical safeguards to protect the security, confidentiality and integrity of Your data. These safeguards include encryption of Your data in transmission (using SSL or similar technologies), except for external third party integrations that do not support encryption, which You may link to the Kaarta Cloud at Your choice.
THE KAARTA CLOUD AND ANY KAARTA DATA OR CONTENT, AND ALL SERVER AND NETWORK COMPONENTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND TO THE FULLEST EXTENT PERMITTED BY LAW, AND KAARTA EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
KAARTA DOES NOT REPRESENT OR WARRANT THAT THE KAARTA CLOUD, CONTENT OR MATERIALS FROM OR RELATED TO THE KAARTA CLOUD ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE OR THAT THE KAARTA CLOUD OR KAARTA’S SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE, YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING OF ANY SUCH SOFTWARE, CONTENT OR MATERIALS AND USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES. ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES CONTAINED WITHIN THE ELECTRONIC FILE CONTAINING A FORM OR DOCUMENT IS DISCLAIMED. WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT, MATERIAL, DATA OR SOFTWARE FROM OR THROUGH THE KAARTA CLOUD AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND ANY DAMAGES TO YOUR MOBILE DEVICE OR COMPUTER SYSTEM, LOSS OF DATA OR OTHER HARM OF ANY KIND THAT MAY RESULT.
YOU EXPRESSLY AGREE THAT YOUR USE OF THE KAARTA CLOUD IS AT YOUR SOLE RISK. YOU AGREE AND ACKNOWLEDGE THAT YOU ASSUME FULL, EXCLUSIVE AND SOLE RESPONSIBILITY FOR THE USE OF AND RELIANCE ON THE KAARTA CLOUD, AND YOU FURTHER AGREE AND ACKNOWLEDGE THAT YOUR USE OF OR RELIANCE ON THE KAARTA CLOUD IS MADE ENTIRELY AT YOUR OWN RISK.
Your use of the Kaarta Cloud, including Kaarta’s software, is subject to export and re-export control laws and regulations, including the Export Administration Regulations (“EAR”) maintained by the United States Department of Commerce and sanctions programs maintained by the Treasury Department's Office of Foreign Assets Control. You will not — directly or indirectly — sell, export, re-export, transfer, divert, or otherwise dispose of any component or element of the Kaarta Cloud to any end-user without obtaining the required authorizations from the appropriate government authorities. You also warrant that you are not prohibited from receiving U.S. origin products, including services or software.
Nothing contained herein will be so construed as to constitute the parties as principal and agent, employer and employee, partners or joint venturers, nor will any similar relationship be deemed to exist between the parties. Neither party will have any power to obligate or bind the other party, except as specifically provided herein.