This section outlines the terms that govern the relationship between you and Galactic Automation, depending on the Product you are using. Galactic Automation encourages you to take a moment to read through the terms, to ensure that you have a complete understanding of the principles guiding your use of the Products.
To use our Services, you must be at least 16-years old and have full capacity to contract according to your country of residence; other restrictions may be applicable to specific Services. You might use the Services for yourself or your employer/similar contractor (which we call here the Customer) and if you sign on for Galactic Automation’s Services on behalf of Customer (for instance, by using your business e-mail at registration), Galactic Automation assumes you have the relevant power and capacity to do so and references to “you” will include both you as individual and the Customer. We reserve the right to make changes to the Services or the ToU without notice. We will do our best to notify you of material changes by display on our website or within the Services and the updated ToU will be effective within 30 (thirty) days from the notification date or as specified in the notification. If you continue to use the Services after any change, Galactic Automation assumes that you have agreed with said change. Your only remedy for dissatisfaction hereunder is to stop using the Services. You can contact us using the following details (or as directed in the relevant Service). We will contact you at your registration e-mail or other e-mail we find in public sources. A notice will be considered received the next business day after being sent.
License and Intellectual Property
License to Use. Galactic Automation hereby agrees to provide you the right to use the Services, under a limited, non-exclusive, non-transferable, non-sublicensable and revocable license, in accordance with the applicable ToU. IP Rights. Sure, each party retains the IP Rights over its own Content and Confidential Information. Save to any rights reserved to third parties, Galactic Automation retains all rights, title and interest, including any IP Rights in the Services. Galactic Automation may independently acquire, license, or develop, any IP Rights and technology performing similar functions as the software/workflows developed by, or for, you. Feedback. You hereby grant Galactic Automation, without any compensation to you, a worldwide, unrestricted, perpetual, non-exclusive, transferable, irrevocable, sub-licensable, royalty-free, fully paid-up license to use, copy, modify, create derivative works of, distribute, publicly perform or display, make, have made, import, export, sell, rent, or license copies of, any feedback that you, in your discretion, may share with Galactic Automation in any manner, including orally, in writing, or by means of documents. To the maximum extent permitted by law, you waive any rights on, or in relation to, any results, derivative works or outputs of any nature (e.g., pre-trained models, model enhancements, templates, or features) resulting from Galactic Automation processing or modifying the feedback shared by you.
The Services might contain certain Content uploaded by Galactic Automation or any user of the Services, including you. Depending on the Service, you and other users may have access to each other’s Content, as indicated by Galactic Automation. You hereby grant Galactic Automation, without any compensation, a worldwide, unrestricted, perpetual, non-exclusive, transferable, irrevocable, sub-licensable, royalty-free, fully paid-up license to use, copy, modify, create derivative works of, distribute, publicly perform or display, make, have made, import, export, copies your Content for the purpose of providing the Services. Due to high activity in the Services, Galactic Automation cannot scrutinize all Content and cannot guarantee it will be free of (i). malware or contaminants that may harm your machine, or any files therein or (ii). materials you may find objectionable or inappropriate. Galactic Automation disclaims any responsibility or liability related to third-party Content (including yours, for which you are solely liable) and reserves the right to remove or modify it for any reason, including if it believes it may violate the ToU.
Privacy and Security
Fees and refunds
Certain Services may be subject to a fee, as provided in the applicable Specific Terms. Unless otherwise expressly agreed by Galactic Automation, all payments are due 30 (thirty) days from the date of the invoice. Should you fail to pay, Galactic Automation may collect the fees using alternative collection mechanisms. Galactic Automation reserves the right to change its fees at any time at its sole discretion. Any change will be effective immediately upon publication through the relevant Services or in their Specific Terms. Except as expressly permitted by Galactic Automation in writing or as explicitly stated as part of the sign-up process for a Service or in a specific arrangement, Galactic Automation will not provide refunds or vouchers for any Services. In case we terminate a paid Service for our convenience, we will refund the associated prepaid and unused fees.
NO WARRANTIES. THE SERVICES ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS. NEITHER GALACTIC AUTOMATION, NOR ITS AFFILIATES, LICENSORS, SUPPLIERS, THEIR OFFICERS, EMPLOYEES OR AGENTS (“GALACTIC AUTOMATION PARTIES”), MAKE ANY WARRANTY OF ANY KIND (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE) IN RELATION TO SERVICES AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GALACTIC AUTOMATION SPECIFICALLY DISCLAIMS ALL WARRANTIES, INCLUDING AVAILABILITY, SERVICE UPTIME, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OR ABILITY OF THE SERVICES TO INTEGRATE OR INTEROPERATE WITH OTHER TECHNOLOGIES. UNPLANNED SYSTEM OUTAGES MAY OCCUR AND GALACTIC AUTOMATION DOES NOT WARRANT THE SOFTWARE WILL RUN UNINTERRUPTED OR ERROR FREE. Galactic Automation DISCLAIMS ALL LIABILITY FOR HARM OR DAMAGES CAUSED BY ANY THIRD-PARTY HOSTING PROVIDER OR ANY THIRD-PARTY CONTENT. CUSTOMER BEARS THE ENTIRE RISK AS TO THE USE OF THE SERVICES. Your Warranties. You represent and warrant at all times that: (i) you have all necessary right and title to enter into the ToU and to perform your obligations hereunder; (ii) you and your users will use the Software in strict accordance with the ToU and with all applicable legislation; (iii) you have obtained all rights, permissions and/or consents necessary for the lawful use of your Content and the operation of the Software; (iv) you have all the required rights in relation to any third-party software or products as to allow performance of any changes, alterations or integrations that you make or have made (v) no part of your Content infringes or otherwise conflicts with any third-party rights. You expressly agree that the use of the Services and Content is at your sole risk.
EXCLUSIONS. To the maximum extent permitted by applicable law, in no event will Galactic Automation Parties be liable for any SPECIAL, INDIRECT, MORAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR EXEMPLARY DAMAGES, THE USE OR INABILITY TO USE THE SOFTWARE, COMPUTER MALFUNCTION OR FAILURE, SERVER DOWN TIME, FAILURE OF THE SOFTWARE TO OPERATE WITH ANY OTHER PROGRAMS, LOSS OF PROFITS, REPUTATION, USE OR REVENUE, LOSS OR CORRUPTION OF DATA, OR INTERRUPTION OF BUSINESS, regardless if the Galactic Automation Party was aware of the likelihood of such damages occurring, and whether such liability is based on contract, tort, negligence, strict liability, products liability or otherwise. For the avoidance of any doubt, under no circumstances may any Galactic Automation Party be liable for any claims of any kind and nature that may be asserted, granted or imposed against, directly or indirectly, arising from, or in connection with, your Content, your failure to comply with the ToU or use of your account. Limitation of Damages. Your exclusive remedy against any Galactic Automation Party, for each and all claims, actions, proceedings and damages (individually and together), including direct damages, arising out of, or in connection with, the ToU, and including where the warranty exclusions above are not valid or permitted under the applicable law, is limited up the higher of (i) one hundred (100) USD or (ii) the value of the consideration you paid for the month during in which the loss or breach occurred. These limitations and exclusions apply even if this remedy doesn’t fully compensate you for any losses and even if Galactic Automation knew or should have known about the possibility of the damages or the likelihood of their occurrence. Indemnification. You will indemnify any Galactic Automation Party, defend and hold them harmless against any losses, damages, fines and expenses (including attorneys’ fees and costs) arising out of, or relating to any claims based on, (i). your, and your users use or attempted use of the Services in violation of the ToU; (ii). your violation of the applicable law or rights of any third party; or (iii). your Content, including without limitation any claim of infringement or misappropriation of intellectual property or other proprietary rights.
Entity and Dispute Resolution
Governing Law. This Agreement is governed by the laws indicated below, depending on your domicile/headquarters, without regard to conflicts of law provisions. The United Nations Convention on Contracts for the International Sale of Goods (CISG) and the Uniform Computer Information Transactions Act (UCITA) do not apply to this Agreement. Amicable settlement. Parties agree, as a prior condition for any claim, to settle amicably any dispute arising out of or relating to this Agreement within 90 days from the applicable notice. To the maximum extent permitted by applicable law, the party not complying with this section, will cover, as applicable, the litigation of arbitration costs of the other party, irrespective of the outcome. Arbitration Agreement for Customers in NAMER. Subject to amicable settlement, if you are established in NAMER, disputes shall be exclusively and finally settled by arbitration in English, in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The award will be in accordance with the Governing Law and state the reasons upon which it is based. However, either party may seek injunctive relief to prevent irreparable harm or to enjoin any intellectual property rights misuse in front of the competent courts. Venue. Parties hereby accept the exclusive jurisdiction of the competent courts of the Venue indicated below and irrevocably waive any objection and defence (including, any defence of an inconvenient forum) which either may have to the bringing or maintenance of any such claim. THE PARTIES KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT THEY MAY HAVE TO TRIAL BY JURY IN ANY CLAIM UNDER OR IN CONNECTION WITH THIS AGREEMENT.
Term. The ToU are effective, in respect of each set of Specific Terms, from the date the Customer accesses or installs the associated Services for the entire duration of the license term indicated by Galactic Automation and until terminated in accordance herein. Upon termination you must delete all copies of the Software or any output of the Services, at your expense. Termination for convenience. You may stop using the Services and terminate your account at any time, however this will not relieve you of any obligation to pay any outstanding fees (if applicable). We may also terminate your use of the free Services at any time, including if we choose to discontinue the Services. In respect of paid Services, we will provide you with reasonable notice in advance. Material termination. We may immediately and without notice terminate, suspend your right to use and access the Services, or delete your account, if: (i). we have a reasonable suspicion that you have breached or attempted breach these ToU or the applicable law; (ii). provision of the Services is deemed unlawful or infringes any third-party right; (iii). if applicable, you fail to pay the Services fees in due time; (iv). there has been an extended period of inactivity in your free account, or as otherwise regulated under the Specific Terms.
This Policy is read together with the agreement (“ToU”) between Galactic Automation and the end user/customer/partner (“you”). Unless otherwise defined herein, capitalized terms have the meaning attributed to them in the Agreement. “Products” or “Software” means any software component and hosted service made available by us and all improvements thereof and “Services” means any and all services and related deliverables we provide, either directly or indirectly. Some other specific terms used herein shall have the following meaning: “development” or “design” means the creation of an automation workflow; “production” or “commercial use” refers to running a software in your working environment in accordance with its intended use.
Mandatory rules for use of the Software and access to the Services: (a) you must use them in accordance with the Agreement and as described in the Licensing Models Policy; (b) you must comply with all terms and conditions required by third-party providers of any data, products, services, platforms, etc. you might use with the Software and Services and carry the entire risk of such use; (c) you must not use them to operate in a service bureau, managed service or commercial hosting services environment, unless expressly approved by Galactic Automation in writing; (d) unless expressly allowed by us, you will not mix production purpose Software with non-production purpose Software; (e) you must not exceed the number of allocated licenses, or circumvent any technological protection measures set by Galactic Automation to control access to the Software; (f) unless otherwise instructed by Galactic Automation, you may copy the Software and any associated licenses solely as needed for disaster recovery purposes, in case of force majeure; Galactic Automation may request proof of the force majeure; (g) you must not use and will not encourage others to use the Software or Services (i) for benchmarking or comparison purposes, (ii) to acquire any technical specifications and gain a competitive technological or business advantage, (iii) to use outputs of Galactic Automation machine learning technology and related tools with non-Galactic Automation machine learning technology and related tools, (iv) to infringe any rights, (v) to violate any laws or contracts, (vi) to access, tamper with or use non-public areas of any systems of Galactic Automation, its Affiliates or their users, (vii) to perform any type of security testing, including penetration testing; (h) you must not use the Software or Services for any purposes prohibited by US, EU or other applicable law, including any export control laws or in connection with the design, construction and/or operation of any system where the use or a failure of such system could result in a situation that threatens the safety of human life or severe physical harm or environmental or property damage (including, for example, use in connection with any nuclear, avionics, life support or other life critical application). The Software is not fault tolerant and are not designed for such use and Galactic Automation expressly disclaims any liability or warranty for such high-risk use; (i) you must not alter, adapt, merge, modify, translate, decompile, develop versions or derivative works, reverse engineer, upgrade, improve or extend, features or functionalities of the Software or Services or otherwise derive source code therefrom, except to the extent expressly permitted under applicable law and if it is essential to do so for the purpose of achieving interoperability of the Software or Services with another software program, and provided that, you have first requested Galactic Automation to provide the information necessary to achieve such interoperability with at least 90 (ninety) days advance written notice and Galactic Automation has not made such information available; (j) you must not remove, alter, modify or appropriate or use as yours, any proprietary markings included therein; (k) you must not resell, sublicense, assign, transfer, rent, lease, lend or otherwise distribute your rights acquired under the Agreement; (l) you must flow down all your obligations herein to, and will be liable for, all third parties you give access to Software /Services.
If Galactic Automation provides you any Services, you will: (a) back-up and validate data from all systems that may be accessed during and in connection with the provision of Services and Galactic Automation assumes no liability for data loss or corruption thereof; (b) not rely on Galactic Automation providing any installations, deployment assistance or incident resolution in relation to any hardware or software other than the paid Software and Services; (c) make sure you have all necessary rights to any third-party products you request Galactic Automation to add within the Services provided to you; (d) use deliverables provided by Galactic Automation as part of professional services, only in conjunction with Galactic Automation Software.
As for your ethical obligations and conduct to which we keep all our customers and partners: (a) you will not defame, stalk, harass or threaten Galactic Automation or others, or organize acts of violence; (b) you will not use the Software or access the Services for immoral purposes; (c) you will not use or allow any third party to use the Software or Services to interfere in any political, electoral or democratic process.
If you use technology based on artificial intelligence (AI) and machine learning (ML) technology, with or within or as part of, Galactic Automation’s Software and/or Services, you must observe the following principles: (a) respect persons and human rights and take into consideration the practical and emotional factors in relation to using the technology; (b) use good quality, high volume, and unbiased data, and use personal data to the minimum extent possible in designing and creating your AI/ML technology or otherwise adapting AI/ML technology (where creation or adaptation are permitted by, as applicable, Galactic Automation or the copyright owner); (c) use the privacy by design principles in a demonstrable manner and be able to provide documentation explaining how the technology works to users or persons impacted by it; (d) define the outcome of employing the AI/ML technology and be transparent about its limitations as well as about the limitations of the data used to train the AI/ML based product or service; (e) make sure to involve a human arbiter in the process if your product or service enables automated decision-making mechanisms; (f) keep detailed records of your design process and decision making when designing or creating your AI/ML technology or otherwise adapting/re-training AI/ML technology (where creation or adaptation are permitted by, as applicable, Galactic Automation or the copyright owner).
Galactic Automation may provide certain offerings or licenses subject to associated specific terms and conditions, as follows: (a) Upgrade Support Licenses: you may need upgrade support licenses which Galactic Automation will provide at its sole discretion; you will only use them as needed for the purpose of upgrading from one Software version to another and the number of upgrade support licenses will not exceed the number your production licenses at any time. (b) Non-Production Licenses: we may provide you Software licenses limited to non-production use (e.g. for trial, internal training, evaluation, etc.); you will not use them for commercial purposes or in a production environment and you will only use “dummy data” therein with no personal data or protected health information (as defined under applicable privacy laws); (c) Specific packages and Preview offerings: there are specific conditions which you have to fulfill in order to access either of them and additional terms and conditions may apply. You will find more details on Galactic Automation’s or its Affiliates’ websites.
n relation to accounts and systems managed by us, the following obligations apply: (a) you will not attempt to, or gain unauthorised access to any service, account, computer systems or network or circumvent any authentication or security measures or test the vulnerability of the systems or networks; (b) you will not attempt to, or interfere with any user, host, or network, (e.g by sending a virus, overloading, spamming, or mail-bombing or use the Products or Services to distribute malware, impersonate or misrepresent affiliation with any person or entity); (c) you will back-up and validate data from all systems that may be accessed during and in connection with the provision of Services and Galactic Automation assumes no liability for data loss or corruption thereof; (d) you will keep passwords/other login information secured and monitor and control all activity conducted through your account; (e) you will notify Galactic Automation at [email protected] if you suspect any illegal or unauthorized activity or a security breach involving your account with Galactic Automation, including any loss, theft, or unauthorized disclosure or use of a username or password; (f) if a user creates an account with an e-mail address pertaining to, or associated with, a company or organization, Galactic Automation deems that such user is an authorised user; (g) you are not allowed to sell, buy, or solicit other forms of payment in exchange for account names; (h) we rely on your good faith to not use names of individuals or organizations that you are not affiliated with, in a misleading manner; unauthorized use may constitute trademark infringement and we may take action against it; (i) if you believe someone is using your organization’s trademark-protected materials or implies any affiliation with your organization, send us an e-mail at [email protected] titled “Account Name Review” and we will assess the matter.