Terms of Service

Effective date: 5/16/2020

A. Definitions

Summary: We use these basic terms throughout the agreement, and they have specific meanings. You should know what we mean when we use each of the terms. There's not going to be a test on it, but it's still useful information.

1. The "Agreement" refers, collectively, to all the terms, conditions, notices contained or referenced in this document (the "Terms of Service" or the "Terms") and all other operating rules, policies (including the privacy policy) and procedures that we may publish from time to time on the Website.

2. The "Service" refers to all applications, software, products, websites and services provided by Resurface Labs.

3. The "Website" refers to Resurface Labs' website located at resurface.io, and all content provided through the Website.

4. "Self-Hosted Database" refers to a private database that is operated by a customer, without hosting by Resurface Labs. These databases can run on physical hardware provided by the customer, or on virtual machines in the cloud.

5. "Hosted Database" refers to a private isolated database, managed by Resurface Labs at the request of a specific customer.

6. "The User," "You," and "Your" refer to the individual person, company, or organization that has visited or is using the Website or Service or a Hosted Database. A User must be at least 13 years of age.

7. "Resurface Labs," "We," and "Us" refer to Resurface Labs Inc., as well as our affiliates, directors, subsidiaries, contractors, licensors, officers, agents, and employees.

8. "Content" refers to data and materials featured or displayed through the Service, including without limitation text, data, articles, images, photographs, graphics, software, applications, designs, features, and other materials that are available on the Website or otherwise available through the Service. "User-Generated Content" is Content, written or otherwise, created or uploaded by our Users. "Your Content" is Content that you create or own, including any usage data uploaded by a logging library to our Service.

B. Use of our Service

1. Website

Summary: We're happy to have you visit our website, and to share links to our content on your own websites or on social media. But please respect our copyright in doing so.

You may not duplicate, copy, or reuse any portion of the HTML/CSS, Javascript, or visual design elements used by our Website without express written permission from Resurface Labs. All content on our Website is copyrighted by Resurface Labs.

2. Self-hosted databases

Summary: You agree to the terms of our commercial license, which allows you to install and use our software, but not to alter or redistribute it.

We do not require that you provide personally identifying information to use free versions of our database. We do require personally identifying information (including email address and credit card number) to use paid versions of our database.

All self-hosted installations must adhere to the terms of our commercial license, which limits how our software may be distributed and deployed. You may not modify our software, nor include our software in other products without written permission from Resurface Labs.

How your usage data is handled and protected is fully described by our privacy policy. Questions or requests regarding handling of personally identifying information should be submitted by email to our Data Protection Officer. ([email protected])

3. Hosted databases

Summary: All Hosted Databases are isolated to a specific customer, and Resurface cannot access your data nor share your data with anyone. All data stored in a Hosted Database remains under first-party control. You alone are responsible for data logged to your Hosted Database.

We require personally identifying information (including email address and credit card number) to use a hosted database. This is necessary to identify users and to process payment for Hosted Databases.

All Hosted Databases are backed by dedicated infrastructure, so that all databases remain isolated from each other. Usage data logged by you to a Hosted Database will not be shared with our staff or any third parties. How your usage data is handled and protected is fully described by our privacy policy. Section C of these Terms grants limited rights to Resurface Labs to collect and process data that you provide to your Hosted Database, but not to share your data with anyone.

Questions or requests regarding handling of personally identifying information should be submitted by email to our Data Protection Officer. ([email protected])

C. User-generated content

Summary: You own usage data and all other content you provide, but you allow us certain rights to it, so that we can parse, process and visualize your data. You still have control over your data, and responsibility for it, and the rights you grant us are limited to those we need to provide the features of our Service.

1. Responsibility for user-generated content

You will log User-Generated Content (in the form of usage data) while using the Service. You are solely responsible for the content of, and for any harm resulting from, any User-Generated Content that you upload, link to or otherwise make available via the Service, regardless of the form of that Content. We are not responsible for any public display or misuse of your User-Generated Content.

2. Ownership of content, right to post, and license grants

You retain ownership of and responsibility for Content you create or own ("Your Content"). If you're posting anything you did not create yourself or do not own the rights to, you agree that you are responsible for any Content you post; that you will only submit Content that you have the right to post; and that you will fully comply with any third party licenses relating to Content you post.

Because you retain ownership of and responsibility for Your Content, we need you to grant us (and other users in some cases) certain legal permissions, listed in Sections C.3 — C.5. These license grants apply to Your Content. If you log Content that already comes with a license granting Resurface Labs the permissions we need to run our Service, no additional license is required. You understand that you will not receive any payment for any of the rights granted in Sections C.3 — C.5. The licenses you grant to us will end if you stop using our Service.

3. License grant to us

We need the legal right to do things like host Your Content and render it into useful formats. You grant us and our legal successors the right to store, parse, and display Your Content while you remain an active user. This license does not grant Resurface Labs the right to sell Your Content or otherwise distribute or use it outside of our provision of the Service.

4. License grant to other users

Any User-Generated Content you post to our Service may only be viewed by others if you have intentionally shared your database with those users. When sharing your database with other users, you agree to allow these users to view Your Content, and you are responsible for ensuring that the Content you log is licensed under terms that grant permission to access the Content. This includes providing data to Resurface Labs for technical support.

5. Moral rights

You retain all moral rights to Your Content that you log or submit to any part of the Service, including the rights of integrity and attribution. However, you waive these rights and agree not to assert them against us, to enable us to reasonably exercise the rights granted in Section D.4, but not otherwise.

To the extent this agreement is not enforceable by applicable law, you grant Resurface Labs the rights we need to use Your Content without attribution and to make reasonable adaptations of Your Content as necessary to render the Website and provide the Service.

D. Acceptable use

Summary: While using our Service, you must accept some restrictions on content you can post, your conduct on the Service, and other limitations. In short, be nice.

1. Compliance with laws and regulations

Your use of the Service must not violate any applicable laws, including copyright or trademark laws, export control laws, or other laws in your jurisdiction. You are responsible for making sure that your use of the Service is in compliance with laws and any applicable regulations.

2. Content restrictions

You agree that you will not under any circumstances upload, post, host, or transmit any content that:

  • is unlawful or promotes unlawful activities
  • is or contains sexually obscene material
  • is libelous, defamatory, or fraudulent
  • is discriminatory or abusive toward any individual or group
  • contains or installs any active malware or exploits, or uses our platform for exploit delivery (such as part of a command and control system)
  • infringes on any proprietary right of any party, including patent, trademark, trade secret, copyright, right of publicity, or other rights

3. Conduct restrictions

While using the Service, you agree that you will not under any circumstances:

  • harass, abuse, threaten, or incite violence towards any individual or group, including Resurface Labs employees, officers, and agents, or other users
  • use our servers for any form of excessive automated bulk activity, or relay any other form of unsolicited advertising or solicitation
  • attempt to disrupt or tamper with our servers in ways that could harm our Website or Service, to place undue burden on our servers through automated means, or to access our Service in ways that exceed your authorization
  • impersonate any person or entity, including any of our employees or representatives, including through false association with Resurface Labs, or by fraudulently misrepresenting your identity or site's purpose
  • violate the privacy of any third party, such as by posting another person's personal information

4. Services usage limits

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without express written permission from Resurface Labs.

5. Privacy

Use of this Service must comply with our privacy policy, particularly in regards to usage data that may contain personally identifiable information.

6. User protection

You agree not to engage in activity that significantly harms our Users. We will resolve disputes in favor of protecting our Users as a whole.

E. Intellectual property

Summary: We own the Service and all of our Content. In order for you to use our Content, we give you certain rights to it, but you may only use our Content in the way we have allowed.

Resurface Labs retains ownership of all intellectual property rights of any kind related to the Service. We reserve all rights that are not expressly granted to you under this Agreement or by law.

F. Cancellation and termination

Summary: We can cancel or suspend the Service at any time without prior notice.

Resurface Labs has the right to suspend or terminate your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately. Resurface Labs reserves the right to refuse service to anyone for any reason at any time. Resurface Labs reserves the right to suspend services at any time to perform upgrades and other required maintenance.

All provisions of this Agreement which by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

G. Communications with us

Summary: We use email and other electronic means to stay in touch with our users.

1. Electronic communication required

For contractual purposes, you (1) consent to receive communications from us in an electronic form or via the Service; and (2) agree that all Terms of Service, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that those communications would satisfy if they were on paper. This section does not affect your non-waivable rights.

2. Legal notice to Resurface Labs must be in writing

Communications made through email or electronic messaging systems will not constitute legal notice to Resurface Labs or any of its officers, employees, agents or representatives in any situation where notice to Resurface Labs is required by contract or any law or regulation. Legal notice to Resurface Labs must be in writing and delivered by mail to 5323 Deer Creek Court, Boulder, CO.

3. No phone support

Resurface Labs only offers support via email, in-Service communications, and electronic messages. We do not offer telephone support.

H. Disclaimer of warranties

Summary: We provide our Service as is, and we make no promises or guarantees about this Service. Please read this section carefully; you should understand what to expect.

Resurface Labs provides the Website and the Service "as is" and "as available," without warranty of any kind. Without limiting this, we expressly disclaim all warranties, whether express, implied or statutory, regarding the Website and the Service including without limitation any warranty of merchantability, fitness for a particular purpose, title, security, accuracy and non-infringement.

Resurface Labs does not warrant that the Service will meet your requirements; that the Service will be uninterrupted, timely, secure, or error-free; that the information provided through the Service is accurate, reliable or correct; that any defects or errors will be corrected; that the Service will be available at any particular time or location; or that the Service is free of viruses or other harmful components. You assume full responsibility and risk of loss resulting from your downloading and/or use of files, information, content or other material obtained from the Service.

I. Limitation of liability

Summary: We will not be liable for damages or losses arising from your use or inability to use the Service or otherwise arising under this agreement. Please read this section carefully; it limits our obligations to you.

You understand and agree that we will not be liable to you or any third party for any loss of profits, use, goodwill, or data, or for any incidental, indirect, special, consequential or exemplary damages, however arising, that result from

  • the use, disclosure, or display of your User-Generated Content
  • your use or inability to use the Service
  • any modification, price change, suspension or discontinuance of the Service
  • the Service generally or the software or systems that make the Service available
  • unauthorized access to or alterations of your transmissions or data
  • statements or conduct of any third party on the Service
  • any other user interactions that you input or receive through your use of the Service
  • any other matter relating to the Service

Our liability is limited whether or not we have been informed of the possibility of such damages, and even if a remedy set forth in this Agreement is found to have failed of its essential purpose. We will have no liability for any failure or delay due to matters beyond our reasonable control.

J. Release and indemnification

Summary: You are responsible for your use of the Service. If you harm someone else or get into a dispute with someone else, we will not be involved.

If you have a dispute with one or more Users, you agree to release Resurface Labs from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.

You agree to indemnify us, defend us, and hold us harmless from and against any and all claims, liabilities, and expenses, including attorneys' fees, arising out of your use of the Website and the Service, including but not limited to your violation of this Agreement, provided that Resurface Labs (1) promptly gives you written notice of the claim, demand, suit or proceeding; (2) gives you sole control of the defense and settlement of the claim, demand, suit or proceeding (provided that you may not settle any claim, demand, suit or proceeding unless the settlement unconditionally releases Resurface Labs of all liability); and (3) provides to you all reasonable assistance, at your expense.

K. Changes to these terms

Summary: We want our users to be informed of important changes to our terms, but some changes aren't that important — we don't want to bother you every time we fix a typo. So while we may modify this agreement at any time, we will notify users of any changes that affecting your rights.

We reserve the right, at our sole discretion, to amend these Terms of Service at any time and will update these Terms of Service in the event of any such amendments. We will notify our Users of material changes to this Agreement, such as privacy and security 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 the Website constitutes agreement to our revisions of these Terms of Service.

We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part of it) with or without notice.

L. Miscellaneous

1. Governing law

Except to the extent applicable law provides otherwise, this Agreement between you and Resurface Labs and any access to or use of the Website or the Service are governed by the federal laws of the United States of America and the laws of the State of Colorado, without regard to conflict of law provisions. You and Resurface Labs agree to submit to the exclusive jurisdiction and venue of the courts located in the City and County of Boulder, Colorado.

2. Non-assignability

Resurface Labs may assign or delegate these Terms of Service and/or the Privacy Policy, in whole or in part, to any person or entity at any time with or without your consent, including the license grant in Section D.4. You may not assign or delegate any rights or obligations under the Terms of Service or Privacy Statement without our prior written consent, and any unauthorized assignment and delegation by you is void.

3. Section headings and summaries

Throughout this Agreement, each section includes titles and brief summaries of the following terms and conditions. These section titles and brief summaries are not legally binding.

4. 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 Resurface Labs 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.

5. Amendments and complete agreement

This Agreement may only be modified by a written amendment signed by an authorized representative of Resurface Labs, or by the posting by Resurface Labs of a revised version in accordance with Section K. These Terms of Service, together with the Privacy Policy, represent the complete and exclusive statement of the agreement between you and us. This Agreement supersedes any proposal or prior agreement oral or written, and any other communications between you and Resurface Labs relating to the subject matter of these terms including any confidentiality or nondisclosure agreements.

M. Revision history

  • 5/28/2018 - original version
  • 4/8/2019 - collection and use of website visitor data
  • 8/16/2019 - additions to cover hosted databases
  • 5/16/2020 - removed references to demo environment (deprecated), added self-hosted databases

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