Last modified: February 4, 2024
Montara Inc., and its affiliates (“Montara”, the “Company”, “we”, “our” or “us”) welcome you (the “User(s)”, or “you”) to our website at https://montara.io/ and its subdomains (collectively, the “Site”) and to our online platform for data analysts (the “Platform”, as further defined below). Each of the Site’s and/or the Platform’s Users may use them in accordance with the terms and conditions hereunder, including the purchase of a Subscription to the Platform (as applicable).
1. Acceptance of the Terms
The Site and/or the Services and/or the Platform are available only to individuals who (a) are at least sixteen (16) years old; and (b) possess the legal capacity to enter into these Terms (on behalf of themselves and their organization, as applicable) and to form a binding agreement under any applicable law. You hereby represent that you possess the legal authority to enter into these Terms on your and (if applicable, your organization’s behalf) and to form a binding agreement under any applicable law, to use the Site and/or the Services and/or the Platform in accordance with these Terms, and to fully perform your obligations hereunder. For the avoidance of doubt, any act or omission performed by you in connection with the Site shall obligate your organization.
2. The Site and the Services
The Site provides comprehensive information regarding our company, products, services and other activities and also allows Users to purchase a subscription to access and use our Platform and serves as portal to our Platform.
The Platform serves as an assisting tool for data teams, by integrating with databases and allowing data teams to build data models and analyze data using SQL code (the “Platform“, and such terms includes any dashboard, algorithms, utility, application programming interfaces, Content, tools, reports and analytics capabilities and any service provided via the Platform).
The Site and Platform include certain content related thereto such as contact information, videos, text, files, logos, button icons, images, data compilations, links, other specialized content, technical data, documentation, know-how, specifications materials, designs, data, the “look and feel” of the Site, algorithms, source and object code, interface, GUI, interactive features related graphics, illustrations, drawings, animations, and other features obtained from or through the Site and/or Platform (collectively, the “Content”).
If you would like to receive more information about our products, you can complete a contact form on the Site, and one of our representatives will gladly provide more information in a meeting.
The Site, the Platform and any services offered via the Site and/or Platform, shall collectively be referred to herein as the “Services”.
ALL RIGHTS IN AND TO THE SITE, THE SERVICES , THE PLATFORM AND/OR THE CONTENT AVAILABLE ON THE SITE ARE RESERVED TO MONTARA OR ITS LICENSORS. TO THE EXTENT LEGALLY PERMISSIBLE, AND EXCEPT AS EXPRESSLY SET FORTH UNDER THESE TERMS, THE SITE, PLATFORM, SERVICES AND THE CONTENT AVAILABLE THEREIN ARE PROVIDED ON AN “AS IS” BASIS AND MONTARA WILL NOT BE LIABLE FOR ANY DAMAGES OR LOSS INCURRED TO YOU OR ANY OTHER PERSON AS A RESULT OF OR IN CONNECTION WITH YOUR USE OF THE SITE AND/OR THE PLATFORM AND/OR THE SERVICES AND/OR THE CONTENT AVAILABLE THEREIN. YOUR USE OF THE SITE, THE PLATFORM, THE SERVICES, AND/OR THE CONTENT, IS ENTIRELY AT YOUR OWN RISK.
Users who wish to use and access the Platform are required open an account by providing certain information (the “Account”), to be accessed and/or used solely by yourself and where applicable your employees or service providers who are explicitly authorized by you to use the Platform (each, a “Permitted User”). Each Permitted User shall retain their own Account, which will be linked to your Account and which is subject to these Terms. You hereby acknowledge and agree: (i) to keep, and ensure that the Permitted Users keep the Account login details and passwords secured at all times, and otherwise comply with these Terms; (ii) to remain solely responsible and liable for the activity that occurs in the Account and for any breach of these Terms by a Permitted User; and (iii) to promptly notify Company in writing you become aware of any unauthorized access or use of the Account or the Platform. We may send you a text message with a security code, to authenticate your Account and ensure its security.
You must implement and maintain reasonable physical, technical safeguards to maintain and protect the device on which you are using the Platform and your Account. You must not disclose your passwords and the ways of accessing your device to others. You may not assign or transfer your rights or delegate your duties under the Account without the prior written consent of Montara. You must notify us immediately of any unauthorized use of your Account or any other breach of security and in such events act in accordance with the Company’s reasonable instructions. We cannot and will not be liable for any loss or damage arising from any failure of yours to comply with these Terms, i.e., if someone else accesses your Account.
You must safeguard and not disclose your username and password of your Account and supervise the use of such Account. You must provide accurate and complete information for creating an Account and you agree to not misrepresent your identity or your Account information. You agree to keep your Account information up to date and accurate.
You are solely and fully responsible for maintaining the confidentiality of your password and Account and for all activities that occur under your Account. If we believe, in good faith, that you have created an Account impersonating another person, such Account may expose you to civil and/or criminal liability.
We note that we can suspend access to your Account if we believe, in our sole discretion, that one (or more) of the following events have occurred: (a) there is risk to the security or privacy of your Account; (b) there is a threat to the security or integrity of our network or our servers; (c) suspension is needed to protect the rights, property or safety of Montara, its Users or the public; (d) there is a basis for termination of your Account; (e) you have violated these Terms; and/or (f) we are required to by law. We may provide you a notice in the event of any such suspension. During such suspension, you will not have the ability to use or access your Account. In the event that we will determine, in our sole discretion, that the reason for suspension of access to your Account has been resolved, we will restore access to your Account.
CANCELLING YOUR ACCOUNT MAY CAUSE THE LOSS OF THE FEATURES OR CAPACITY OF YOUR ACCOUNT AND ALL DATA UPLOADED. WE DO NOT ACCEPT ANY LIABILITY FOR SUCH LOSS.
4. Subscription; Consideration
Use of the Platform is subject to the purchase of a monthly/annual subscription, in accordance with the subscription models specified at: https://montara.io/pricing/, as modified from time to time (“Subscription” and “Subscription Terms”, respectively). The Subscription Terms are incorporated herein by reference and form an integral part of these Terms.
We may provide a limited free version of the Platform, from time to time and at our sole discretion, which is subject to the limitations, including limitations on the number of seats and functionalities, or other licensing information, as set forth in the Subscription Terms. Unless expressly set forth in the Subscription Terms, any free Subscription to the Platform is limited to three (3) seats (i.e., Accounts). We may terminate any free version or free trial Subscriptions to the Platform at any time, at our sole discretion and upon notice to you and reserve the right to charge fees for any use of the Platform at any time. In such case, your Account will be suspended until you purchase a paid-Subscription to the Platform.
The Subscription will be billed, immediately starting at the time of the Subscription purchase, and your Subscription will renew automatically based on your Subscription plan’s renewal cycle, unless you terminate your Subscription (subject to the Subscription Terms) prior to the renewal date.
If you fail to pay your Subscription fees (the “Fees”) on time, or if your credit card payment information is entered in error or does not go through for processing and you do not update payment information upon our request, your entire Subscription may be suspended or cancelled. All payments made hereunder are non-refundable.
Unless otherwise stated, our charges do not include any taxes, levies, duties or similar governmental assessments, including VAT, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction (collectively “Taxes”). You are responsible for paying Taxes except those assessable against Montara based on its income. We will invoice you for such Taxes if we believe we have a legal obligation to do so.
Montara reserves the right to modify the Subscription Terms, Fees and prices for the Platform at any time and at its sole discretion. Such changes will NOT affect your already paid-up Subscription period. Existing Accounts shall receive an email notification of price changes at least thirty (30) days before such change takes place, and the modified Subscription Terms and/or Fees shall come into effect upon the next Subscription renewal cycle.
You can cancel your Subscription at any time, and you can do so by sending us an e-mail ,that includes the e-mail address you provided us when you signed up to the Platform and/or created your Account, to [email protected]. Any cancelation of your Subscription will come into effect upon the next renewal cycle of your Subscription.
The Company is under no obligation to provide professional services, training, maintenance, modifications or customizations of the Platform under these Terms.
5. Use Restrictions
There are certain conducts which are strictly prohibited when using the Site and/or the Services and/or the Platform. Please read the following restrictions carefully. Failure to comply with any of the provisions set forth herein may result (at Montara’s sole discretion) in the termination of your use of the Site and/or the Services and/or the Platform and/or Content and may also expose you to civil and/or criminal liability.
Unless otherwise explicitly permitted under these Terms or in writing by Montara, you may not (and you may not permit anyone to): (a) use the Site and/or the Content and/or the Services and/or the Platform for any illegal, immoral, unlawful and/or unauthorized purposes; (b) remove or disassociate, from the Content and/or the Site and/or the Services and/or the Platform any restrictions and signs indicating proprietary rights of Montara or its licensors, including but not limited to any proprietary notices contained in such materials (such as ©,™, or ®); (c) interfere with or violate Users’ rights to privacy and other rights, or harvest or collect personally identifiable information about Users without their express consent, whether manually or with the use of any robot, spider, crawler, any search or retrieval application, or use other manual or automatic device, process or method to access the Site and/or the Services and/or the Platform and retrieve, index and/or data-mine information; (d) interfere with or disrupt the operation of the Site and/or the Services and/or the Platform or the servers or networks that host the Site and/or the Services and/or the Platform, or disobey any laws, regulations, requirements, procedures, or policies of such servers or networks; (e) falsely state or otherwise misrepresent your affiliation with any person or entity, or express or imply that Montara endorses you, your site, your business or any statement you make, or present false or inaccurate information about the Site and/or the Services and/or the Platform; (f) take any action that imposes, or may impose, an unreasonable or disproportionately large load on our platform infrastructure, as determined by us; (g) bypass any measures we may use to prevent or restrict access to the Site and/or the Services and/or the Platform; (h) copy, modify, alter, adapt, make available, translate, port, reverse engineer, decompile, or disassemble any portion of the Content made accessible by Montara on or through the Site and/or the Services and/or the Platform, or publicly display, reproduce, create derivative works from, perform, distribute, or otherwise use such Content; (i) copy, distribute, display, execute publicly, make available to the public, reduce to human readable form, decompile, disassemble, adapt, sublicense, make any commercial use, sell, rent, transfer, lend, process, compile, reverse engineer, combine with other software, translate, modify or create derivative works of any material that is subject to Montara’s proprietary rights, including Montara’s Intellectual Property (as such term is defined below), in any way or by any means; (j) make any use of the Content and/or the Services and/or the Platform on any other site or networked computer environment for any purpose without Montara’s prior written consent; (k) create a browser or border environment around Montara Content (no frames or inline linking is allowed); (l) sell, license, or exploit for any commercial purposes any use of or access to the Site and/or the Content and/or the Services and/or the Platform; (m) frame or mirror any part of the Site and/or the Services and/or the Platform without Montara’s prior express written authorization; (n) create a database by systematically downloading and storing all or any of the Content from the Site and/or the Services and/or the Platform; (o) transmit or otherwise make available in connection with the Site and/or the Services and/or the Platform any virus, worm, Trojan Horse, time bomb, web bug, spyware, or any other computer code, file, or program that may or is intended to damage or hijack the operation of any hardware, software, or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component; (p) use the Site and/or the Services and/or the Platform for any purpose for which the Site and/or the Services and/or the Platform are not intended; and/or (q) infringe and/or violate any of the Terms.
You hereby declare and agree that it shall only use the Platform in a manner that complies with all applicable laws in the jurisdiction in which you use the Platform, including, but not limited to, applicable restrictions concerning the protection of privacy and intellectual property including copyrights and any other intellectual property rights.
6. User Data
Users may upload to the Platform certain content and information, and the Platform may also be integrated, at your discretion, with your organization’s databases, including such databases that are hosted on third-party service providers’ software and platforms (collectively and respectively, “Databases” and “User Data”).
You are solely responsible for your Databases and the Company disclaims any responsibility and liability with respect thereto, including your use of any third party services that host or operate the Databases and their integration with the Platform. You hereby grant the Company a limited, sub-licensable (as necessary to perform these Terms), non-exclusive, royalty-free and worldwide license, during your Subscription Term: (a) to integrate the Platform with such Databases, to retrieve User Data therefrom and interact and use any third party services that host the Databases, as necessary to operate the Platform; and (b) to use the User Data for the purpose of operating the Platform, performance of the Company’s obligations under these Terms, to meet its legal requirements and as otherwise permitted under these Terms. You shall have sole responsibility for the accuracy, quality and legality of the User Data and the means by which you acquired such User Data. You represent and warrant that the User Data has been collected, processed and transferred to the Company in accordance with applicable laws.
You warrant that: (a) you are duly entitled to grant the license granted above; (b) the Databases and User Data shall not knowingly contain any type of computer virus or any other component that may disrupt, modify, delete, harm or otherwise impede the operation of the Platform and/or Company’s computer systems; and that (c) the Database and User Data do not and will not infringe, misappropriate or violate any Intellectual Property rights and any other rights of any third party. The Company does not guarantee that the Platform will support all third party services and/or database systems and/or computer systems.
You hereby agree that the User Data is uploaded to the Platform at your sole discretion, the Company does not verify or monitor such User Data and as such you acknowledge that the User Data may contain errors and may be inaccurate and/or incomplete. Your use and reliance on User Data is at your own risk and the Company assumes no responsibility or liability for your reliance on User Data.
User Data shall remain at all times, and to the extent permitted by law, the sole and exclusive property of the User. You represent and warrant that you are the rightful owner of the User Data you upload to the Platform or that you have (and will continue to have) all the necessary licenses, rights, consents, and permissions from the licensors of such User Data.
You understand and agree that you are solely responsible for your User Data and the consequences of uploading such User Data to the Platform. The Company will not bear any liability for any loss, damage, cost or expense that you may suffer or incur as a result of or in connection with uploading any User Data.
Montara may create limits on the use of the Platform including limitation on size and storage space available for Users to upload User Data. The Platform is not intended to be used as a storage or backup service, and you must retain backups of all User Data. Montara explicitly reserves the right, at its sole discretion, to scan and remove, without giving any prior notice, any User Data which infringes these Terms or applicable law.
To the extent that User Data includes any personal data (as such term, or its equivalent is defined under applicable data protection and privacy laws): (a) for the purpose of processing such personal data, you are the ‘data controller’ and the Company is the ‘data processor’; (b) you hereby instruct the Company (and authorize Company to instruct its sub-processors) to (i) process such personal data as reasonably necessary for the provision of the services associated with your use of the Platform; (ii) transfer such personal data, at the Company’s discretion, to jurisdictions other than those of your operations (including, where applicable, outside the EEA), in accordance with applicable law; (c) the Company shall: (i) implement appropriate technical and organizational measures to ensure a level of security appropriate to the risk involved in such processing; (ii) ensure that all individuals who engage in the processing of such personal data on its behalf are subject to confidentiality undertakings; (iii) taking into account the nature of the processing, assist you in exercising data subjects’ rights under applicable data protection laws; (iv) inform you without undue delay of any breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, personal data transmitted, stored or otherwise processed by the Company on your behalf; and (iv) delete, or anonymize all such personal data upon termination of these Terms, unless applicable law requires continued storage of the personal data. You hereby authorize the Company to appoint sub-processors, as necessary for the processing of personal data under these Terms.
The Company may use in any manner anonymous information which it derives from the use of the Site and/or the Services and/or the Platform and the User Data (i.e., non-identifiable information, aggregated or analytics information), in order to provide and improve Company’s products and services and for any legitimate business purpose. The Company is and shall remain the sole and exclusive owner of the analytics information.
THE PLATFORM IS NOT INTENDED FOR STORAGE, BACKUP AND/OR MANAGEMENT OF USER DATA, AND ANY DATA THAT YOU UPLOAD TO THE PLATFORM IS UPLOADED AT YOUR OWN RISK. YOU ARE RESPONSIBLE FOR ENSURING THAT YOU MAINTAIN BACKUP COPIES OF ALL USER DATA THAT YOU UPLOAD TO THE PLATFORM. WE DO NOT ACCEPT ANY LIABILITY FOR ANY LOSS OF SUCH DATA.
8. Intellectual Property Rights
The Site and/or the Services and/or the Platform and/or the Content and Montara’s proprietary assets and any and all intellectual property rights pertaining thereto, including, but not limited to, inventions, patents and patent applications, trademarks, trade names, service marks, copyrightable materials, domain names and trade secrets, whether or not registered or capable of being registered (collectively, “Intellectual Property”), are owned by and/or licensed to Montara and are protected by applicable patent, copyright and other intellectual property laws and international conventions and treaties. All rights not expressly granted to you hereunder are reserved by Montara and its licensors. The Terms do not convey to you an interest in or to Montara’s Intellectual Property but only a limited revocable right of use in accordance with the Terms. Nothing in the Terms constitutes a waiver of Montara’s Intellectual Property under any law.
Subject to the terms hereof, and to the extent that you, or your organization have purchased a Subscription (and subject to the terms thereof), the Company hereby grants to you, and you accept, a personal, nonexclusive, non-transferable, non-sublicensable and fully revocable limited right to access and use the Platform (including the Content) for your internal business needs, in accordance with the terms included in these Terms. Access to the Platform will be granted by remote means on a Software-as-a-Service (SaaS) basis. It is hereby clarified that you are not granted any rights in respect to the source code or executable code of the Platform.
To the extent you provide any feedbacks, comments or suggestions to Montara regarding the Site and/or the Services and/or the Platform or otherwise (“Feedback”), Montara shall have an exclusive, royalty-free, fully paid up, worldwide, perpetual and irrevocable license to incorporate the Feedback into any Montara current or future services and/or activities and use same for any purpose all without further compensation to you and without your approval. You agree that all such Feedback shall be deemed to be non-confidential. Further, you warrant that your Feedback is not subject to any license terms that would purport to require Montara to comply with any additional obligations with respect to any Montara current or future products, technologies or services that incorporate any Feedback.
9. Trademarks and Trade names
Montara’s marks and logos and all other proprietary identifiers used by Montara in connection with the Site and/or the Services and/or the Platform (“Montara’s Trademarks”) are all trademarks and/or trade names of Montara, whether or not registered. All other trademarks, service marks, trade names and logos which may appear on the Site and/or the Services and/or the Platform belong to their respective owners (“Third Party Marks”). No right, license, or interest to Montara’s Trademarks and the Third Party Marks is granted hereunder, and you agree that no such right, license, or interest may be asserted by you with respect thereto and therefore you will avoid using any of those marks, except as permitted herein.
10. Linking to Montara’s Site and links to Third Party Sites
We welcome links to any page on our Site. You are free to establish a hypertext link to the Site so long as the link does not state or imply any connection or approval of your website, products and/or services by Montara and does not portray Montara in a false or otherwise offensive manner. You may not link to our Site from a site that you do not own or have permission to use. In the event that you link to the Site you represent that your site does not contain content that is unlawful, offensive or infringing third party rights. However, we do not permit framing or inline linking.
11. Special provisions relating to Third Party Components
The Site and/or the Services and/or the Platform may use or include third party software, files and components that are subject to open source and third party license terms (“Third Party Components“). Your right to use such Third Party Components as part of, or in connection with, the Site and/or the Services and/or the Platform are subject to any applicable acknowledgements and license terms accompanying such Third Party Components, contained therein or related thereto. If there is a conflict between the licensing terms of such Third Party Components and these Terms, the licensing terms of the Third Party Components shall prevail in connection with the related Third Party Components. These Terms do not apply to any Third Party Components accompanying or contained in the Site and/or the Services and/or the Platform and Montara disclaims all liability related thereto. You acknowledge that Montara is not the author, owner or licensor of any Third Party Components, and that Montara makes no warranties or representations, express or implied, as to the quality, capabilities, operations, performance or suitability of Third Party Components. Under no circumstances shall the Site and/or the Services and/or the Platform or any portion thereof (except for the Third Party Components contained therein) be deemed to be “open source“ or “publicly available“ software.
12. Results; AI
The Platform is intended to produce certain responses and outputs based on processing of the User Data, including without limitation analytics, computer code, indications and reports (collectively, “Output Data”).
The Platform may include an option to use third party Large Language Models services (collectively “LLM Services(s)”), such as ChatGPT to provide certain services via the Platform. If you use such LLM Services functionality you agree and acknowledges that: (a) LLM Services may not be available in all jurisdictions worldwide, and therefore access to the Platform may be restricted in certain countries which are not supported by the LLM Services, resulting in inability to use the Platform. The Company shall not be liable for your inability to use the Platform for said reason; (b) any User Data and Output Data will ultimately be processed by a third party LLM Services provider. LLM providers shall not use User Data and/or Output Data to train any AI model and/or for its own purposes; (c) the Output Data is based on the processing of User Data by AI technologies, and as such, taking into account the nature of AI and machine learning, use of the Platform may, in some situations, result in Output Data that does not accurately reflect your intended output or needs; (d) due to the nature of our Platform and AI generally, Output Data may not be unique and other users of our Platform and/or LLM Services may receive similar output from our Platform or LLM Services; AND (E) OUTPUT IS GENERATED BY MACHINE LEARNING CAPABILITIES AND FUNCTIONALITY, AND MONTARA AND/OR LLM SERVICE MAKES NO WARRANTY OR GUARANTEE AS TO THE ACCURACY, COMPLETENESS OR RELIABILITY OF THE OUTPUT. YOUR USE OF LLM SERVICES IS SUBJECT TO THEIR PROVIDES’ TERMS AND CONDITIONS AND PRIVACY NOTICES.
As between the Parties, the Intellectual Property rights and all other right, title and interest of any nature in and to the Output Data which is based on, or derived from, the User Data shall remain your exclusive property.
You are solely and exclusively responsible for: (i) determining whether your use of the Platform (and primarily any use of AI technologies) is consistent with your own internal standards, policies and laws applicable to you and your organization; (ii) determining whether and which individuals within your organization should be provided with notice of use of Platform (as an AI based product) and implications of relying on the Output Data; (iii) implementing appropriate human oversight of use of the Platform and the Output Data, including evaluation of Output Data for accuracy and appropriateness for your needs and expectations and addressing the findings specified in Output Data, including without limitation determining which actions are appropriate in light thereof; (iv) all actions you take based on Output Data; and (v) taking appropriate precautions when using Output Data for any decisions that could have a legal or material impact on a natural person, and in this respect you agree not to rely solely upon the Platform and/or the Output Data for any decisions that may have consequential impact on an individual, including but not limited to legal standing, financial implications, human rights and/or physical or psychological harm. You agree and acknowledges that the Company is not responsible or liable for your use or reliance on the Output Data and that the Company expressly disclaims any liability with respect to your use of the Output Data.
The Site’s and/or the Services’ and/or the Platform’s availability and functionality depends on various factors, such as communication networks. Montara does not warrant or guarantee that the Site and/or the Services and/or the Platform will operate and/or be available at all times without disruption or interruption, or that it will be immune from unauthorized access or error-free.
14. Changes to The Site, Platform and Services
Montara reserves the right to modify, correct, amend, enhance, improve, make any other changes to, or discontinue, temporarily or permanently the Site and/or Platform (or any part thereof, including but not limited to the Content) without notice, at any time. In addition, you hereby acknowledge that the Content provided under this Site and/or Platform may be changed, extended in terms of content and form or removed at any time without any notice to you. You agree that Montara shall not be liable to you or to any third party for any modification, suspension, or discontinuance of this Site and/or Platform or the Content included therein. You hereby agree that Montara is not responsible for any errors or malfunctions that may occur in connection with the performance of such changes.
15. Disclaimers and No Warranties
TO THE FULLEST EXTENT LEGALLY PERMISSIBLE, THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM AND/OR THE CONTENT ARE PROVIDED ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS, AND MONTARA, INCLUDING ITS VENDORS, OFFICERS, SHAREHOLDERS, SUB-CONTRACTORS, DIRECTORS, EMPLOYEES, AFFILIATES, SUBSIDIARIES, LICENSORS, AGENTS AND SUPPLIERS (COLLECTIVELY, “MONTARA’S REPRESENTATIVES“), DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE. YOU MAY HAVE ADDITIONAL CONSUMER RIGHTS UNDER YOUR LOCAL LAWS THAT THESE TERMS CANNOT CHANGE. MONTARA AND MONTARA’S REPRESENTATIVES DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE USE OF THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM, INCLUDING BUT NOT LIMITED TO THE AVAILABILITY, RELIABILITY OR THE QUALITY OF THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM, AND ARE NOT AND SHALL NOT BE RESPONSIBLE FOR ANY ERROR, FAULT OR MISTAKE RELATED TO ANY CONTENT AND/OR INFORMATION DISPLAYED WITHIN THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM.
WE DO NOT WARRANT (I) THAT THE USE AND OPERATION THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM IS OR WILL BE SECURE, TIMELY, ACCURATE, COMPLETE, UNINTERRUPTED, WITHOUT ERRORS, OR FREE OF VIRUSES, DEFECTS, WORMS, OTHER HARMFUL COMPONENTS OR OTHER PROGRAM LIMITATIONS, (II) THAT MONTARA WILL CORRECT ANY ERRORS OR DEFECTS IN THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM, (III) THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM WILL BE INTEROPERABLE OR COMPATIBLE WITH YOUR DEVICE, OTHER SOFTWARE, HARDWARE, OR ANY EQUIPMENT, AND MONTARA REPRESENTATIVES ARE NOT RESPONSIBLE FOR ANY LOSSES SUFFERED RESULTING FROM INTEROPERABILITY OR COMPATIBILITY PROBLEMS, (IV) AND/OR MAKE ANY REPRESENTATION REGARDING THE USE, INABILITY TO USE OR OPERATE, OR THE RESULTS OF THE USE OF THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM AND/OR CONTENT AVAILABLE THEREON OR THROUGH THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM (INCLUDING THAT THE RESULTS OF USING THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM WILL MEET YOUR REQUIREMENTS).
YOU AGREE THAT USE OF THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM AND/OR THE CONTENT AND/OR THE OUTPUT DATA IS ENTIRELY AT YOUR OWN RISK.
INASMUCH AS SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSIONS OR LIMITATIONS AS SET FORTH HEREIN, THE FULL EXTENT OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY.
16. Limitation of Liability
TO THE MAXIMUM EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE COMPANY AND ITS LICENSORS AND AFFILIATES SHALL NOT BE LIABLE, WHETHER UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, TO THE USER OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO, ANY LOSS OR DAMAGE TO BUSINESS EARNINGS, LOST PROFITS OR GOODWILL AND LOST OR DAMAGED DATA OR DOCUMENTATION), SUFFERED BY ANY PERSON, INCLUDING THOSE ARISING FROM, AND/OR RELATED TO, ANY USE OF OR INABILITY TO USE THE SITE AND/OR SERVICES AND/OR THE PLATFORM, AND/OR OUTPUT DATA AND/OR THE CONTENT AND/OR ANY SERVICES PROVIDED HEREUNDER, AND THE ACCURACY OF THE OUTPUT DATA AND THEIR RELIABILITY, EVEN IF ANY PERSON OR PARTY HERETO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE,
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING AND TO THE MAXIMUM EXTENT LEGALLY PERMISSIBLE, THE COMPANY’S MAXIMUM AGGREGATE LIABILITY TO USER OR TO ANY THIRD PARTY FOR ALL DAMAGES OR LOSSES WHATSOEVER ARISING HEREUNDER OR IN CONNECTION WITH THE SITE AND/OR PLATFORM AND/OR CONTENT AND/OR OUTPUT DATA AND/OR SERVICES PROVIDED HEREUNDER OR USER’S USE OR INABILITY TO USE THE SITE AND/OR PLATFORM, SHALL IN NO EVENT EXCEED THE TOTAL AMOUNT ACTUALLY PAID BY THE USER DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE ACT OR OMISSION GIVING RISE TO THE LIABILITY. INASMUCH AS SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OR LIMITATIONS AS SET FORTH HEREIN, THE FULL EXTENT OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY.
You agree to defend, indemnify and hold harmless Montara, including Montara’s Representatives from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including but not limited to attorney’s fees) arising from: (i) your use, misuse of, inability to use and/or activities in connection with the Site and/or the Services and/or the Platform and/or any Output Data and/or Content; (ii) your violation of any of these Terms; (iii) your violation of any third party rights, including without limitation any intellectual property rights or privacy right of such third party, in connection with your use of the Site and/or the Services and/or the Platform and/or any Output Data; and (iv) any damage of any sort, whether direct, indirect, special or consequential, you may cause to any third party with relation to the Site and/or the Services and/or the Platform. It is hereby clarified that this defense and indemnification obligation will survive these Terms.
Without derogating from the foregoing, we reserve the right to assume the exclusive defense and control of any matter which is subject to indemnification by you, which will not excuse your indemnity obligations hereunder and in which event you will fully cooperate with us in asserting any available defense. You agree not to settle any matter subject to an indemnification by you without first obtaining our prior express written approval.
18. Amendments to the Terms
Montara may, at its sole discretion, change the Terms from time to time, including any other policies incorporated thereto, so please re-visit this page frequently. In case of any material change, we will make reasonable efforts to post a clear notice on the Site and/or the Platform and/or will send you an e-mail (to the extent that you provided us with such e-mail address) regarding such change. Such material changes will take effect seven (7) days after such notice was provided on our Site and/or the Services and/or the Platform and/or sent via e-mail, whichever is the earlier. Otherwise, all other changes to these Terms are effective as of the stated “Last Revised” date and your continued use of the Site and/or the Services and/or the Platform on or after the Last Revised date will constitute acceptance of, and agreement to be bound by, those changes. In the event that the Terms should be amended to comply with any legal requirements, the amendments may take effect immediately, or as required by the law and without any prior notice.
19. Termination of these Terms and the Termination of the Site’s operation
These Terms shall remain in effect until terminated as set forth herein. Your failure to comply herewith shall terminate your license and these Terms. In the event of your failure to comply herewith, Montara may immediately temporarily or permanently limit, suspend or terminate your Account.
Upon termination of these Terms in the event of your failure to comply herewith: (i) the license and all other rights granted to you hereunder will automatically terminate, (ii) you must immediately cease all use of the Services and/or the Platform, and so certify to Montara if required by it, and (iii) the provisions of these Terms that, by their nature and content, must survive the termination of these Terms in order to achieve the fundamental purposes of these Terms shall so survive. Without limiting the generality of the forgoing, the Intellectual Property, Disclaimer of Warranties, Limitation of Liability, Indemnification and General sections will survive the termination of the Terms.
Additionally, at any time, Montara may without notice discontinue your use of the Site and/or the Services and/or the Platform, at its sole discretion, in addition to any other remedies that may be available to Montara under applicable law, if it reasonably believes that you have breached any provision of these Terms or applicable law.
Please note that failure to comply with any of use restrictions set forth in these Terms may result (at the Company’s sole discretion) in the termination of your use of the Site and/or the Services and/or the Platform and may also expose you to civil and/or criminal liability.
(a) These Terms constitute the entire terms and conditions between you and Montara relating to the subject matter herein and supersedes any and all prior written or oral agreements or understandings between you and Montara, (b) any claim relating to the Site and/or the Services and/or the Platform or the use thereof will be governed by and interpreted in accordance with the laws of the State of Israel without reference to its conflict-of-laws principles and the United Nations Convention Relating to a Uniform Law on the International Sale of Goods may not be applied, (c) any dispute arising out of or related to the Site and/or the Services and/or the Platform will be brought in, and you hereby consent to exclusive jurisdiction and venue in, the competent courts located in the state of Delaware, USA. You agree to waive all defenses of lack of personal jurisdiction and forum non-convenience and agree that process may be served in a manner authorized by applicable law or court rule. Notwithstanding the foregoing, Montara may seek injunctive relief in any court of competent jurisdiction, (d) these Terms do not, and shall not be construed to create any relationship, partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between the parties hereto, (e) no waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof, (f) YOU ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF, OR RELATED TO, THE SITE AND/OR THE SERVICES AND/OR THE PLATFORM MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED, (g) if any provision hereof is adjudged by any court of competent jurisdiction to be unenforceable, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect while most nearly adhering to the intent expressed herein, (h) you may not assign or transfer these Terms (including all rights and obligations hereunder) without our prior written consent and any attempt to do so in violation of the foregoing shall be void. We may assign these Terms without restriction or notification, and (i) no amendment hereof will be binding unless in writing and signed by Montara, and (j) the parties agree that all correspondence relating to these Terms shall be written in the English language.
21. For information, questions or notification of errors, please contact:
If you have any questions (or comments) concerning the Terms, you are most welcome to send us an e-mail to: [email protected].