These LeaseLens Free Trial Terms and Conditions (together, the “Agreement”) are entered into by and between Zuva Inc., an Ontario corporation (“Zuva”) and the person or entity agreeing to these terms (the “Customer”) and govern Customer’s access to and use of the LeaseLens product (the “Product”).
This Agreement is effective when Customer clicks to accept it (the “Effective Date”). If you are accepting on behalf of a Customer who is not a natural person (such as a corporation), you represent and warrant that (i) you have full legal authority to bind Customer to this Agreement; (ii) you have read and understand this Agreement; and (iii) you agree, on behalf of Customer, to this Agreement.
1. What you get
Zuva grants to Customer a limited, non-exclusive, non-transferable, non-assignable and non-sublicensable worldwide license to access and use the Product for the purposing of trialing LeaseLens, subject to the usage limitations stated from time to time on Zuva’s website https://zuva.ai/terms/docai-widget-terms. Zuva makes no representation of any type (including as to quality, reliability or availability) regarding the Product.
2. What Zuva can do
The Product allows the Customer to generate a summary of selected terms of a leasedocument. This can be a document Zuva makes available for the purposes of demonstrating its services or it can be a lease document of the Customer’s that the Customer chooses to upload as part of using the Product to assess it. Where the Customer provides a document for review via the Product a) the Customer represents and warrants that it has full authority and permissions to upload such document and use it in connection with the services comprising the Product without violating any fiduciary duty, duty of confidentiality, contractual obligation or applicable laws and b) the Customer retains copyright and any other intellectual property rights it has in the document and it grants to Zuva (and its affiliates and contractors) an irrevocable, worldwide license toto host, reproduce, distribute and communicate the document for the purposes of providing the services comprising the Product. The summary output from the Product will only be viewable online and may not be downloaded, copied or otherwise duplicated and remains wholly the exclusive property of Zuva Inc. The Customer acknowledges that Zuva will use information reflecting the access or use of the Product by the Customer (excluding user identifying data) (“Usage Data”) for the purposes of developing and improving the Product and to enhance the Customer user experience. Zuva or its suppliers may use cookies for analytics of Usage Data.
3. Termination or modification of terms/Independent terms and conditions
Zuva may terminate or modify this Agreement at any time with or without notice to Customer, including terminating or suspending access to the Product, in its sole and absolute discretion. This Agreement and any updates to its terms from time to time will be posted on Zuva’s website at https://zuva.ai/terms/docai-widget-terms. This Agreement represents the entire agreement of the parties as to the Customer’s free trial use of the Product.
4. Customer restrictions
Customer will not: (i) copy, modify, distribute, sell, sub-license or create a derivative work of the Product (including, without limitation, using the outputs of Zuva’s built-in or a third-party’s smart fields to provide training data for comparable machine learning (or AI) models outside of the Product); (ii) reverse engineer, decompile, translate, disassemble, or otherwise attempt to extract any or all of the source code of the Product; (iii) bypass any measures Zuva uses to restrict access to the Services; (iv) use the Product to store or transmit malicious code, or to transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights, (v) use the services or documents comprising the Product in violation of any applicable laws or third party rights, or (vi) use the Product to promote a competing product or service.
5. Customer indemnity
Customer shall indemnify, defend and hold harmless Zuva, its affiliates and its and their officers, directors, employees and agents from any and all lawsuits, damages, liabilities, costs, charges, and expenses, including reasonable attorneys’ fees, resulting from any third-party claim related to the Customer use of the Product, including in relation to any documents provided by the Customer for review by the Product. Zuva and its affiliates shall have sole discretion and control to defend, compromise or settle any such claim and the Customer shall cooperate reasonably with Zuva in such efforts.
6. No Zuva liability
Zuva shall have no liability to the Customer whatsoever, whether in contract, tort or otherwise, relating to this Agreement or the Customer’s use of the Product or any consequences thereof, including direct, indirect, special, incidental or consequential damages (including loss of profits, loss of revenues, data loss or usage or loss of opportunities) arising out of or relating to this Agreement or the use of the Product.
7. Miscellaneous
7.1 Sections 2 to 6 inclusive and 7.5 will survive any expiration or termination of this Agreement.
7.2 This Agreement is not transferable by the Customer in any way to any other person. Any purported assignment made in conflict with this provision shall be void.
7.3 A waiver of rights under this Agreement will not be effective unless it is in writing and signed by an authorized representative of the party that is waiving the rights.
7.4 If any provision of the Agreement, or portion thereof, is found to be invalid, unlawful or unenforceable to any extent, then such provisions or portions will be severed from the remaining provisions, which will continue to be valid and enforceable to the fullest extent permitted by applicable laws.
7.5 This Agreement, and any and all disputes directly or indirectly arising out of or relating to this Agreement, will be governed by and construed in accordance with the laws of the Province of Ontario, without reference to the choice of law rules thereof. The Parties agree to submit to the exclusive jurisdiction over all disputes hereunder of the courts in the Province of Ontario. If Customer is in Canada, it is the express wish of both parties that the Agreement, and any associated documentation, be written and signed in English. C’est la volonté expresse des parties que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais.
These LeaseLens Paid Export Terms and Conditions supplement the LeaseLens Free Trial Terms and Conditions for Customers who elect to pay to export and download the results of their use of the Product. Together, both the LeaseLens Free Trial Terms and Conditions and LeaseLens Paid Export Terms and Conditions constitute the entire agreement (the “Agreement”) with such Customers. Unless otherwise defined, capitalized terms used in the Agreement shall have the meanings assigned to them in the LeaseLens Free Trial Terms and Conditions.