Terms of Service
Data Ownership and Privacy Clause
Data Ownership: All data, content, and information generated, input, or otherwise provided by the licensee in relation to the use of this chatbot software ("Chatbot Data") shall remain the sole and exclusive property of the licensee.
Data Privacy: The chatbot software does not knowingly collect, store, or process personal information or data of the users engaging with the chatbot. It is designed to prioritize user privacy and aims to maintain the confidentiality of all user interactions.
Limitation of Liability: In no event shall AlwaysOn, Inc. be responsible for any losses or damages, whether direct or indirect, arising from (a) the use or inability to use the chatbot software; (b) unauthorized access to or use of the chatbot software or the Chatbot Data; (c) any conduct or content of any third party on the software; or (d) any other matter relating to the software.
AlwaysOn Software License Agreement Terms & Conditions
1. Grant of License
In consideration of the mutual covenants and agreements contained herein, the Licensor hereby grants to the Licensee a non-exclusive, non-transferable, right to use the Software (as defined below) on the terms and conditions set forth herein.
2. Definitions
"Software" means the software program(s) identified in the Product Details (p.1) section and incorporated herein by reference.
3. Term and Termination
This Agreement shall commence on the Effective Date and shall continue for a period of one (1) year (the "Initial Term"). This Agreement shall renew for successive one-year terms (each a "Renewal Term") unless either party provides notice of termination to the other party at least thirty (30) days prior to the expiration of the then-current term.
4. Fees
The Licensee shall pay to the Licensor the fees set forth in the Pricing Summary (p.1) and incorporated herein by reference.
5. Restrictions on Use
The Licensee shall not: (a) copy, modify, or distribute the Software; (b) reverse engineer the Software; (c) rent, lease, or sublicense the Software; or (d) use the Software for any illegal or unauthorized purpose.
6. Limitation of Liability
In no event shall the Licensor be liable to the Licensee for any damages arising out of or in connection with this Agreement. Software is not intended to be an emergency notification system and/or real time notification system for emergency situations. Not all communications are reviewed and/or reported (either at all or in a timely manner). The aggregate liability of the Licensor under this Agreement shall not exceed the amount of fees paid by the Licensee under this Agreement.
7. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware.
8. Entire Agreement
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications, representations, or agreements, whether oral or written. The amendment is assumed to be in effect as of the original contract date, Effective Date, of the Pricing and Partnership Agreement.
9. Severability
If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck from this Agreement and the remaining provisions shall remain in full force and effect.
10. Waiver
No waiver of any provision of this Agreement is effective unless in writing and signed by both parties.
11. Special Provision
Some districts have been given special provision pricing as early adopters and first partners. As such, in return for prior product development support and any future support, referral, and demo site, those districts will continue to receive special pricing that is not market rate and not publicly available.