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Terms of Use

  

Effective:  August 1, 2021

 


 

These Terms of Use (“Terms”) describe Your rights and responsibilities as a customer of ChoiceWORX products and services (“Services”).

These Terms of Use are effective as of the date You first access or use the Services (“Effective Date”). These Terms of Use do not have to be signed in order to be binding. You indicate Your assent to these Terms of Use by installing (Download Software Components), registering (obtain Credentials), otherwise use the Services, click “I agree” (or similar button or checkbox) or place an order for beta, evaluation, or production use, You agree to be bound by these terms and conditions.  If you do not agree to the terms and CONDITIONS, you are not authorized to use the SERVICES.

What these Terms Cover:

ChoiceWORX Services: These Terms of Use govern the use of the Services and related Downloadable Software Components and the End User Subscription Agreement (EUSA) governs Your access to the Services subject to the ChoiceWORX Privacy Policy and the Agreement which is accepted by You or Your Employer or Your Provider.

Responsibility for End Users: Services have various Device and End-User onboarding and registration flows. Some onboarding and registration flows require End-Users to be designated by Administrators; some allow End-Users to sign up for individual accounts which can become associated with organizations and/or teams; and some may allow End-Users to invite other End-Users. Some Services may allow You to designate different types of End-User roles (distinguishing between “Administrators”, “managers” and “End-Users”), in which case functionality may vary according to the type of End-User role. You are responsible for compliance with these Terms by all End-Users You or Your Administrator onboard and/or register regardless of which onboarding and registration flow You have selected or allowed. Your responsibility includes both any payment obligations and for any Information End-Users submit, across any user onboarding and registration flows You have selected or allowed even if those End-Users are not from Your organization or domain.

If You use single sign-on (SSO) for identity management of the Service(s) or otherwise designate such that End Users will bypass these screens and the EUSA, You are responsible for compliance with these Terms, EUSA and for End-User Information and any damages resulting from Your failure to do so. If payment is required for End Users to use or access the Services, then ChoiceWORX is only required to provide the Services to those End Users for whom the applicable fees have been paid, and only such End-Users are permitted to access and use the Services. ChoiceWORX may display its EUSA to End Users when You access Services (obtain Credentials), create an account, click “I agree” to the Agreement or place an Order to subscribe the Services.

Open-Source Software Included:

The Services include few specific Open-Source components subject to the terms and conditions of “Open-Source” software licenses. To the extent applicable, ChoiceWORX will identify Open-Source software included in the ChoiceWORX Services.

If You use the Services, none of the licenses that cover the Open-Source components would impose any obligations on You.  This is because obligations under Open-Source licenses are triggered by distribution, not use.

Specific Open-Source Software in the Downloadable Software Components.

Some of these licenses require ChoiceWORX to provide the Open-Source software to You on the terms of the Open-Source license instead of the terms of the Agreement. In that case, the terms of the Open-Source license will apply, and You will have the rights granted in such licenses to the Open-Source software itself.

Notwithstanding the foregoing, if You are using the Services in the form provided to You, in accordance with Your permitted scope of use, with no distribution of software to third parties, then none of these Open-Source licenses impose any obligations on You beyond what is stated in the Agreement.

ChoiceWORX Downloadable Software includes Open-Source components identified below:

Osquery:

License: https://github.com/osquery/osquery/blob/master/LICENSE

 

Licensed under the Apache License, Version 2.0

You may obtain a copy of the License at:  http://www.apache.org/licenses/LICENSE-2.0

 

SQLite:

License: SQLite Copyright

 

Elastic Filebeat:

License: https://github.com/elastic/beats/blob/7.11.0/licenses/ELASTIC-LICENSE.txt

 

RabbitMQ client:

License: https://www.nuget.org/packages/RabbitMQ.Client/5.2.0/license

 

Unless required by applicable law or agreed to in writing, software distributed under the License is distributed on an “AS IS” BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or implied.

Commercial Third Party Code in the Services:

The Services contain code and libraries that ChoiceWORX license commercially from third parties (“Commercial Components”). Some of these licenses require ChoiceWORX to flow certain terms down to You.

The Services may include Commercial Components. For the avoidance of doubt, all of the restrictions for the Services in the Agreement also apply to Commercial Components.  

You may use Commercial Components only in conjunction with, as part of, and through the Services as provided by ChoiceWORX. You may not install, access, configure or use any Commercial Components (including any APIs, tools, databases, or any other components of any Commercial Components) separately or independently of the rest of the Services, whether for production use, technical support or any other purposes, or otherwise attempt to gain direct access to any portions of the Commercial Components, or permit anyone else (including Your End Users) to do any of these things.

You understand that the applicable Commercial Component licensor retains all ownership and intellectual property rights to any Commercial Component. Commercial Component licensors (and any other third-party licensors of any components of the Services) are intended third party beneficiaries of the Agreement with respect to the items they license.

Some features of the Service is “Powered by HIRO”. However, to be clear, Commercial Component licensors do not assume any of ChoiceWORX obligations under the Agreement. 

 

Betas, Evaluations, and Production use:

ChoiceWORX may offer some features of the Services to You at no charge, including free accounts for Beta, Evaluation, and Production use (collectively, “No-Charge Services”). Your use of No-Charge Services is subject to any additional terms that ChoiceWORX specify and is only permitted during the No-Charge Services Subscription Term ChoiceWORX designated (or, if not designated, until terminated by ChoiceWORX in accordance with the Agreement).

Warranties:

ChoiceWORX warrant, for Your benefit only, that it will use commercially reasonable efforts to prevent introduction of viruses, malware or similar harmful materials into the ChoiceWORX Services (but ChoiceWORX is not responsible for harmful materials submitted by You or End Users)

Policies:

ChoiceWORX may modify its Policies to take effect during Your then-current Subscription Term in order to respond to changes in ChoiceWORX Services, ChoiceWORX business, or Laws. In this case, unless required by Laws, ChoiceWORX agrees not to make modifications to its Policies that, considered as a whole, would substantially diminish its obligations during Your then current Subscription Term. Modifications to ChoiceWORX Policies will take effect automatically as of the effective date specified for the updated policies. If You disagree with any changes to this Terms of Use, the ChoiceWORX Privacy Policy, or the ChoiceWORX End User Subscription Agreement You will need to deactivate Your account(s) and stop using Services.