TechLens

End User License Agreement

Updated: July 19, 2024

PLEASE READ THESE TERMS CAREFULLY

This TechLens Platform End-User Agreement (this “Agreement”) is a legally binding contract between Crosslake Technologies, LLC, and its Affiliates (“Provider”) and the end user of the Provider’s System, as defined below (“You,” “Your”). Provider provides access and use of the TechLens Platform application, (the “System”). You agree that when you access or use the System, You will do so subject to this Agreement. DO NOT ACCESS OR USE THE SYSTEM IF YOU ARE UNWILLING OR UNABLE TO BE BOUND BY THIS AGREEMENT.

BY USING THE SYSTEM AND ACCESSING ITS SERVICES, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT: (I) YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (II) IF THE END-USER IS A CORPORATION, GOVERNMENTAL ORGANIZATION, OR OTHER LEGAL ENTITY, YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF THE END-USER AND BIND THE END-USER TO ITS TERMS. IF THE END USER DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, THE PROVIDER WILL NOT AND DOES NOT LICENSE THE SYSTEM TO THE END USER AND YOU MUST NOT USE OR ACCESS THE SYSTEM OR DOCUMENTATION. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT OR YOUR OR THE END-USER’S ACCEPTANCE OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, NO RIGHTS ARE GRANTED (WHETHER EXPRESSLY, BY IMPLICATION, OR OTHERWISE) UNDER THIS AGREEMENT, AND THIS AGREEMENT EXPRESSLY EXCLUDES ANY RIGHT, CONCERNING ANY SYSTEM THAT END-USER DID NOT ACCESS LAWFULLY OR THAT IS NOT A LEGITIMATE, AUTHORIZED COPY OF PROVIDER’S SYSTEM.

This Agreement is effective as of the date You click “Accepted and Agreed To” where applicable or Your first use or access of the System (the “Effective Date”).

USE OF THE SYSTEM IN GENERAL.
1. System Materials. Subject to the terms of this Agreement You may access and use the System. You may reproduce and use the Provider’s standard end-user manual and related guidance related to the use of the System (the “Manual”) solely as necessary to support the use of the System, which may be provided to You in various formats.
2. System Revisions. Provider may revise the features and functions of the System at any time without notice to You. Any such features and/or functions may be made available to you as an Update, at the Provider’s sole discretion.
THE SYSTEM.
1. License. Provider hereby grants You a nonexclusive license to access and use the System (as defined below) provided You comply with the restrictions set forth below in Section 2.2 (Restrictions on System Rights). The license in the preceding sentence does not include use by any third party, and You shall not permit any such use. Provider grants the license in this Section 2.1 under copyright and, solely to the extent necessary to exercise such rights, under any other applicable intellectual property rights.
2. Restrictions on System Rights. You shall not a) copy any portion of the System; b) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the System; c) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the System or any part thereof; d) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the System, including any copy thereof; e) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the System, or any features or functionality of the System, to any third party for any reason, including by making the System available on a network where it is capable of being accessed by more than one device at any time.
3. Reservation of Rights. You acknowledge and agree that the System is provided under license, and not sold, to you. You do not acquire any ownership interest in the System under this Agreement, or any other rights thereto other than to use the System in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Provider and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the System, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to You in this Agreement.
4. Updates. Provider may from time to time in its sole discretion develop and provide System updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Provider has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality.
5. Third-Party Materials. The System may display, include, or make available third-party content (including data, source code, object code, information, applications, including open source applications, as may be necessary for the functionality of the System) (“Third-Party Materials”). You acknowledge and agree that Provider is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Provider does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials.
YOUR CONTENT AND SERVICES.
1. Permission from You. By using the System and its functionalities, if applicable, You grant Provider permission to access, process, and otherwise use Your Content (“Your Content” means any Content transmitted by You or on Your behalf to Provider or its agents. “Content” means text, images, photos, audio or video files, data, or other forms of communication) to provide and/or improve Provider’s products and/or services and to track and analyze the use of the System.
2. Rights in Your Content. You represent and warrant that You own Your Content or have received a valid license to Your Content and that submitting or transmitting Your Content to or through the System will not violate the rights of any third party, including without limitation intellectual property, privacy, or publicity rights. Provider is under no obligation to review or screen Your Content or other System users’ Content.
3. Accuracy. Provider has no responsibility or liability for the accuracy of any Content submitted to or transmitted through the System by You or another user, including without limitation Your Content.
PRIVACY.
1. Privacy Policy & Compliance. You acknowledge Provider’s privacy policy at Privacy Notice – Crosslake (crosslaketech.com), and you recognize If and agree that nothing in this Agreement restricts Provider’s right to alter such privacy policy. If Provider receives a “right to know,” deletion, “right to be forgotten,” or similar request related to Your Content, Provider may respond in accordance with applicable law. Nothing in this Agreement precludes Provider from asserting rights or defenses it may have under applicable law related to such requests.
2. De-Identified Data. If applicable, Provider may use, reproduce, sell, publicize, or otherwise exploit De-Identified Data (as defined below) in any way, in its sole discretion, including without limitation aggregated with data from other customers. (“De-Identified Data” refers to Your Content with the following removed: information that identifies or could reasonably be used to identify You, a person, or a household.)
YOUR RESPONSIBILITIES & RESTRICTIONS.
1. Acceptable Use. You shall not: (a) provide System access, including if applicable, any passwords or other log-in information to any third party; (b) share non-public System features or Content with any third party; (c) access the System to build a competitive product or service, to build a product using similar ideas, features, functions or graphics of the System, or to copy any ideas, features, functions or graphics of the System; or (d) engage in web scraping or data scraping on or related to the System, including without limitation collection of information through any software that simulates human activity or any bot or web crawler. If the Provider suspects that You have violated the requirements of this Subsection 5.1, Provider may terminate your rights to Your access to the System without advanced notice, in addition to such other remedies as Provider may have. Provider is not obligated to take any action against You or any other System user or other third parties for violating this Agreement, but Provider is free to take any such action it sees fit.
2. Unauthorized Access. You agree to take reasonable steps to prevent unauthorized access to the System, including by protecting Your passwords and other log-in information. You shall notify Provider immediately if You know of or suspect unauthorized use of the System or breach of its security.
3. Compliance with Laws. In using the System, You shall comply with all applicable laws and any applicable regulations.
4. System Access. You are responsible and liable for: (a) Your use of the System, including unauthorized conduct through Your account and conduct that would violate the System policies or the requirements of this Agreement; and (b) any use of the System through Your account or, if applicable, passwords, whether authorized or not.
IP & FEEDBACK.
1. IP Rights in the System. Provider retains all rights, title, and interest in and to the System, including without limitation all other software used to provide the System and all graphics, user interfaces, logos, and trademarks reproduced through the System, as well as all Content other than Your Content. This Agreement does not grant You any intellectual property license or rights in or to the System or any of its components, except to the limited extent that this Agreement specifically sets forth Your license rights to the System or the Manual. You recognize that the System and its components are protected by copyright and other laws.
DISCLAIMERS.
1. Warranty Disclaimers. YOU AGREE THAT YOU ACCEPT THE SYSTEM “AS IS” AND AS AVAILABLE, WITH NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, OR ANY IMPLIED WARRANTY ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING: (a) PROVIDER DOES NOT REPRESENT OR WARRANT THAT ANY CONTENT SUBMITTED TO OR TRANSMITTED THROUGH THE SYSTEM WILL NOT INFRINGE ANY PATENTS, PROPRIETARY RIGHTS OF THIRD PARTIES, OR OTHERWISE VIOLATE ANY THIRD PARTY’S INTELLECTUAL PROPERTY RIGHTS. (b) PROVIDER HAS NO OBLIGATION TO INDEMNIFY OR DEFEND YOU AGAINST CLAIMS RELATED TO INFRINGEMENT OF INTELLECTUAL PROPERTY; (c) PROVIDER MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING WHETHER YOUR USE OR EMPLOYMENT OF THE CONTENT SUBMITTED TO OR TRANSMITTED THROUGH THE SYSTEM WILL BE FIT FOR YOUR PARTICULAR PURPOSE. AS IT RELATES TO YOUR USE OF THE CONTENT SUBMITTED TO OR TRANSMITTED THROUGH THE SYSTEM, THE PROVIDER EXPRESSLY DISCLAIMS ANY WARRANTY OF OUTCOME, FUNCTIONALITY, OR FITNESS FOR PARTICULAR USE AND ANY LIABILITY ARISING THEREFROM. (d) PROVIDER DOES NOT REPRESENT OR WARRANT THAT THE SYSTEM WILL BE ERROR-FREE; (e) PROVIDER DOES NOT REPRESENT OR WARRANT THAT THE SYSTEM IS SECURE FROM HACKING OR OTHER UNAUTHORIZED INTRUSION OR THAT YOUR CONTENT WILL REMAIN PRIVATE OR SECURE, AND (f) PROVIDER DISCLAIMS ANY REPRESENTATION OR WARRANTY CONCERNING PRODUCTS OR SERVICES PROVIDED BY OTHER USERS OF THE SYSTEM OR OTHER THIRD PARTIES.