This End User License Agreement (the “Agreement”) is a binding agreement between you and the organization you represent (“you” or “Customer”) and Kinara Systems Inc. (“Kinara,” “we,” or “us”), governing your access to and use of the sauble.ai platform, the Playground, connectors, APIs, and related documentation and services (collectively, the “Service”). By checking the acceptance box, creating an account, or otherwise accessing the Service, you agree to be bound by this Agreement. If you do not agree, do not access or use the Service.
1. Definitions
“Service” means the sauble.ai platform and all associated software, the Playground, connectors, APIs, websites, and documentation provided by Kinara.
“Customer Data” means data, credentials, configuration, and content you provide to, or make accessible through, the Service, including connection details and read-only access to your systems.
“Playground” means the free, non-production evaluation environment offered as part of the Service.
2. License grant
Subject to your compliance with this Agreement, Kinara grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your internal business purposes during the term of this Agreement.
All rights not expressly granted are reserved by Kinara.
3. Accounts and shared workspaces
You are responsible for maintaining the confidentiality of your API keys and credentials and for all activity that occurs under your account or workspace.
Coworkers who register with an email address on your organization’s domain may join the same shared workspace; sources, network context, and credits may be shared across members of that workspace. You are responsible for your users’ compliance with this Agreement.
4. Acceptable use
You will not: (a) use the Service in violation of applicable law; (b) attempt to gain unauthorized access to the Service or its underlying systems; (c) reverse engineer, decompile, or attempt to derive source code except to the extent permitted by law; (d) resell, sublicense, or provide the Service to third parties except as expressly permitted; (e) interfere with the integrity or performance of the Service; or (f) connect systems, data, or credentials that you are not authorized to access.
You represent that you have all rights and authorizations necessary to connect the systems and provide the credentials you make accessible through the Service.
5. Playground and beta features
The Playground and any features designated as beta, preview, or “available on paid plans” are provided for evaluation and non-production use only, may be changed or discontinued at any time, and are provided without any service-level commitment.
Usage may be subject to credit limits and other restrictions. Kinara may modify or revoke free access at its discretion.
6. Customer Data and access
You retain all rights in your Customer Data. You grant Kinara a limited license to process Customer Data solely to provide and support the Service.
The Service is designed to access connected systems on a read-only basis. Credentials you provide are handled by the Service to operate connectors on your behalf; you are responsible for scoping those credentials to read-only, least-privilege access.
You are solely responsible for the systems, data, and credentials you connect to the Service, for the scope and privileges of those credentials, and for ensuring you have authorization to grant the access you enable. To the maximum extent permitted by law, Kinara is not responsible or liable for the contents or condition of your connected systems, for access performed by the Service using credentials you supply, or for any consequences of that access, including where the access exceeds what you were authorized to grant.
Kinara will maintain reasonable administrative, technical, and organizational measures designed to protect Customer Data. A separate Data Processing Addendum may apply for certain customers.
7. Confidentiality
Each party will protect the other’s Confidential Information using at least the same degree of care it uses for its own, and will use it only to exercise rights and perform obligations under this Agreement.
8. Intellectual property
The Service, and all software, models, and content provided by Kinara, are and remain the exclusive property of Kinara and its licensors. This Agreement does not transfer any ownership rights in the Service to you.
If you provide feedback or suggestions, Kinara may use them without restriction or obligation to you.
9. Third-party and open-source components
The Service may interoperate with third-party systems and include open-source or third-party components that are subject to their own terms. Your use of any connected third-party system remains governed by your agreement with that provider.
10. Disclaimer of warranties
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Kinara does not warrant that the Service will be uninterrupted, error-free, or that outputs will be accurate or complete. Outputs are decision-support only; you are responsible for reviewing them before acting.
11. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, KINARA WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICE. Kinara’s aggregate liability will not exceed the greater of the amounts you paid for the Service in the twelve months preceding the claim or one hundred U.S. dollars ($100).
12. Indemnification
You will defend, indemnify, and hold harmless Kinara and its affiliates, officers, employees, and agents from and against any third-party claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) Customer Data or the systems, data, or credentials you connect to or make accessible through the Service; (b) the Service’s access to your connected systems using credentials you supply, including where that access exceeds the authorization you were entitled to grant; (c) your breach of the representations in the “Acceptable use” section, including any connection of systems, data, or credentials you were not authorized to access; or (d) your violation of applicable law or the rights of any third party.
Kinara will promptly notify you of any claim subject to indemnification, provide reasonable cooperation, and allow you to control the defense and settlement, except that you may not settle any claim in a manner that imposes any obligation or liability on Kinara without Kinara’s prior written consent.
13. Term and termination
This Agreement applies while you access or use the Service. Either party may terminate for material breach that remains uncured after reasonable notice. Kinara may suspend or terminate access for violations of this Agreement or to protect the Service.
Upon termination, your license ends and you must stop using the Service. Sections that by their nature should survive termination will survive.
14. Changes to the Service or this Agreement
Kinara may update the Service and this Agreement from time to time. Material changes will be communicated by reasonable means. Your continued use of the Service after changes take effect constitutes acceptance of the revised Agreement.
15. Governing law
This Agreement is governed by the laws of [jurisdiction to be specified by Kinara Systems Inc.], without regard to its conflict-of-laws principles, and the parties consent to the exclusive jurisdiction of the courts located there. (To be finalized by counsel.)
16. Entire agreement
This Agreement is the entire agreement between the parties regarding the Service and supersedes all prior or contemporaneous agreements on that subject. If any provision is held unenforceable, the remaining provisions remain in effect.
Questions
Questions about this Agreement may be directed to Kinara Systems Inc. via our contact page.
