Effective from January 1, 2018
This document is an adaptation of Google App Engine Terms of Service. The original work has been modified. Google, Inc. is not connected with and does not sponsor or endorse Peergauge or its use of the work, further referred to as Peergauge.
1. Your Agreement with Peergauge
1.1 Your use of the Peergauge service is governed by this agreement (the “Terms”). The “Peergauge Services” means the services Peergauge makes available through this website, including this website and any other software or services offered by Peergauge in connection to any of those.
1.2 In order to use the Peergauge Services, you must first agree to the Terms. You can agree to the Terms by actually using the Peergauge Services. You understand and agree that Peergauge will treat your use of the Peergauge Services as acceptance of the Terms from that point onwards.
1.3 You may not use the Peergauge Services if you are a person barred from receiving the Peergauge Services under the laws of the United States or other countries, including the country in which you are resident or from which you use the Peergauge Services. You affirm that you are over the age of 13, as the Peergauge Services are not intended for children under 13.
1.4 You agree your purchases of Peergauge Services are not contingent on the delivery of any future functionality or features or dependent on any oral or written public comments made by Peergauge or any of its affiliates regarding future functionality or features.
2. Your Account and Use of the Peergauge Services
2.1 You must provide accurate and complete registration information any time you register to use the Peergauge Services. You are responsible for the security of your passwords and for any use of your account. If you become aware of any unauthorized use of your password or of your account, you agree to notify Peergauge immediately.
2.2 Your use of the Peergauge Services must comply with all applicable laws, regulations and ordinances, including any laws regarding the export of data or software.
2.3 You agree not to (a) access (or attempt to access) the administrative interface of the Peergauge Services by any means other than through the interface that is provided by Peergauge in connection with the Peergauge Services, unless you have been specifically allowed to do so in a separate agreement with Peergauge, or (b) engage in any activity that interferes with or disrupts the Peergauge Services (or the servers and networks which are connected to the Service).
3. Service Policies and Privacy
3.1 The fair usage policy applies to all Peergauge accounts and the fair usage limit is 100,000 events per account per month. If the limit is exceeded consistently, then Peergauge representatives will get in touch with you, letting you know that your accounts passed the fair usage limit and will offer you solutions for increasing the limit.
3.2 You agree to comply with the Peergauge Fair Usage Policy which is detailed in 3.1 and which may be updated from time to time.
4. Fees for Use of the Peergauge Services
4.1 Subject to the Terms, the Peergauge Services is provided to you without charge for certain time frame. Usage post this time frame requires your purchase of additional resources or services.
4.2 For all purchased resources and services, we will charge your credit card on a monthly basis or at the interval indicated in Peergauge fees and payment policies, if different. Charges are exclusive of taxes wherever applicable. You are responsible for paying all taxes and government charges, and all reasonable expenses and attorney fees Peergauge incurs collecting late amounts. To the fullest extent permitted by law, you waive all claims relating to charges unless claimed within 60 days after the charge (this does not affect your credit card issuer rights). Charges are solely based on Peergauge’ measurements of your use of the Peergauge Services, unless otherwise agreed to in writing. To the fullest extent permitted by law, refunds (if any) are at the discretion of Peergauge and only in the form of credit for the Peergauge Services. Nothing in these Terms obligates Peergauge to extend credit to any party. You acknowledge and agree that any credit card and related billing and payment information that you provide to Peergauge may be shared by Peergauge with companies who work on Peergauge’ behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to Peergauge and servicing your account. Peergauge may also provide information in response to valid legal process, such as subpoenas, search warrants and court orders, or to establish or exercise its legal rights or defend against legal claims. Peergauge shall not be liable for any use or disclosure of such information by such third parties. Peergauge reserves the right to discontinue the provision of the Peergauge Services to you for any late payments.
4.3 Peergauge may change its fees and payment policies for the Peergauge Services by notifying you at least fifteen (15) days before the beginning of the billing cycle in which such change will take effect. Changes to the fees or payment policies will be posted on the website (or such other URL Peergauge may provide from time to time). Any outstanding balance becomes immediately due and payable upon termination of the Terms for any reason.
4.4 You may not sign up from multiple accounts or otherwise access the Peergauge Services in a manner intended to avoid incurring fees.
5. Proprietary Rights
5.1 You acknowledge and agree that Peergauge (or Peergauge’s licensors) owns all legal right, title and interest in and to the Peergauge Services, including any intellectual property rights which subsist in the Peergauge Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist).
5.2 Peergauge acknowledges and agrees that it obtains no right, title or interest from you (or your licensors) under these Terms in or to any Content or Applications that you create, submit, post, transmit or display on, or through, the Peergauge Services, including any intellectual property rights which subsist in that Content and the Application (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with Peergauge that you are responsible for protecting and enforcing those rights and that Peergauge has no obligation to do so on your behalf.
6. License from Peergauge and Restrictions
6.1 Peergauge gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by Peergauge as part of the Peergauge Services as provided to you by Peergauge. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Peergauge Services as provided by Peergauge, in the manner permitted by the Terms.
6.2 You may not (and you may not permit anyone else to): (a) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Peergauge Services or any part thereof, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by Peergauge, in writing (e.g., through an open source software license); or (b) attempt to disable or circumvent any security mechanisms used by the Peergauge Services or any applications running on the Peergauge Services.
6.3 Open source software licenses for components of the Peergauge Services released under an open source license constitute separate written agreements. To the limited extent that the open source software licenses expressly supersede these Terms, the open source licenses govern your agreement with Peergauge for the use of the components of the Peergauge Services released under an open source license.
7.1 Peergauge may, and you grant us permission to, make recommendations via the Peergauge Services for products or services we think may be of interest to you based on your Application(s), Content, and/or use of the Peergauge Services.
8. Modification and Termination of the Peergauge Services
8.1 Peergauge is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Peergauge Services which Peergauge provides may change from time to time without prior notice to you, subject to the terms in Section 4.3. Changes to the form and nature of the Peergauge Services will be effective with respect to all versions of the Peergauge Services; examples of changes to the form and nature of the Peergauge Services include without limitation changes to fee and payment policies, security patches, added functionality, and other enhancements.
8.2 You may terminate these Terms at any time by canceling your account on the Peergauge Services. You will not receive any refunds if you cancel your account.
8.3 You agree that Peergauge, in its sole discretion and for any or no reason, may terminate your account or any part thereof. You agree that any termination of your access to the Peergauge Services may be without prior notice, and you agree that Peergauge will not be liable to you or any third party for such termination.
8.4 You are solely responsible for exporting your Data and Metrics from the Peergauge Services prior to termination of your account for any reason, provided that if we terminate your account, we will provide you a reasonable opportunity to retrieve your Data and Metrics.
8.5 Upon any termination of the Peergauge Services or your account these Terms will also terminate, but Sections 5.1, 8, 9, 10, 11 and 14 shall continue to be effective after these Terms are terminated.
9. Exclusion of warranties
9.1 Nothing in these terms, including sections 11 and 12, shall exclude or limit Peergauge’s warranty or liability for losses which may not be lawfully excluded or limited by applicable law.
9.2 You expressly understand and agree that your use of the Peergauge service is at your sole risk and that the Peergauge services are provided “as is” and “as available.”
9.3 Peergauge, its subsidiaries and affiliates, and its licensors make no express warranties and disclaim all implied warranties regarding the Peergauge services, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. Without limiting the generality of the foregoing, Peergauge, its subsidiaries and affiliates, and its licensors do not represent or warrant to you that: (a) your use of the Peergauge services will meet your requirements, (b) your use of the Peergauge services will be uninterrupted, timely, secure or free from error, and (c) usage data provided through the Peergauge services will be accurate.
10. Limitation of liability
10.1 Subject to section 10.1 above, you expressly understand and agree that Peergauge, Its subsidiaries and affiliates, and its licensors shall not be liable to you for any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability. This shall include, but not be limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation, any loss of data suffered, cost of procurement of substitute goods or services, or other intangible loss.
10.2 the Limitations on Peergauge’s liability to you in paragraph 12.1 above shall apply whether or not Peergauge has been advised of or should have been aware of the possibility of any such losses arising.
11.1 You agree to hold harmless and indemnify Peergauge, and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners (collectively “Peergauge and Partners”) from and against any third party claim arising from or in any way related to (a) your breach of the Terms, (b) your use of the Peergauge Services, (c) your violation of applicable laws, rules or regulations in connection with the Peergauge Services, or (d) your Content or your Application, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorney fees, of every kind and nature. In such a case, Peergauge will provide you with written notice of such claim, suit or action.
12. Other Content
12.1 The Peergauge Services may include hyperlinks to other web sites or content or resources or email content. Peergauge may have no control over any web sites or resources which are provided by companies or persons other than Peergauge.
12.2 You acknowledge and agree that Peergauge is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such websites or resources.
12.3 You acknowledge and agree that Peergauge is not liable for any loss or damage which may be incurred by you or your End Users as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such websites or resources.
13. Changes to the Terms
13.1 Peergauge may make changes to the Terms from time to time. If we change the Terms in any substantive way, we will give you at least seven (7) days notice before the changes take effect, during which period of time you may reject the changes by terminating your account.
13.2 You understand and agree that if you use the Peergauge Services after the date on which the Terms have changed, Peergauge will treat your use as acceptance of the updated Terms.
14. General Legal Terms
14.1 The Terms constitute the whole legal agreement between you and Peergauge and govern your use of the Peergauge Services (but excluding any services which Peergauge may provide to you under a separate written agreement), and completely replace any prior agreements between you and Peergauge in relation to the Peergauge Services.
14.2 There are no third party beneficiaries to these Terms. The parties are independent contractors, and nothing in these Terms creates an agency, partnership or joint venture.
14.3 If Peergauge provides you with a translation of the English language version of these Terms, the English language version of these Terms will control if there is any conflict.
14.4 You agree that Peergauge may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Peergauge Services. By providing Peergauge your email address, you consent to our using the email address to send you any notices required by law in lieu of communication by postal mail.
14.5 You agree that if Peergauge does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Peergauge has the benefit of under any applicable law), this will not be taken to be a formal waiver of Peergauge’ rights and that those rights or remedies will still be available to Peergauge. 14.6 Peergauge shall not be liable for failing or delaying performance of its obligations resulting from any condition beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, earthquake, fire, flood or other acts of God, labor conditions, power failures, and Internet disturbances.
14.7 The Terms, and your relationship with Peergauge under the Terms, shall be governed by the laws of the State of California without regard to its conflict of laws provisions. You and Peergauge agree to submit to the exclusive jurisdiction of the courts located within the county of Santa Clara, California to resolve any legal matter arising from the Terms.
14.8 Neither party may assign any of its rights or obligations under these Terms, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, either party may assign the entirety of its rights and obligations under these Terms, without consent of the other party, to its affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets not involving a direct competitor of the other party. A party’s sole remedy for any purported assignment by the other party in breach of this paragraph shall be, at the non-assigning party’s election, termination of your use of the Peergauge Services upon written notice to the assigning party.