The following "Terms of Use" governs your use of the software and services provided by Eagle Eye LLC ("Company"). This is a legal agreement between you, as an Authorized User, and Company. By registering your use of the Service as an Authorized User (as defined below), you are accepting to be bound to the terms of these Terms of Use.

1. Definitions

"Agreement" shall mean these Terms of Use.

"Authorized User" shall mean an individual subscriber or the partners, members, employees, temporary employees, and independent contractors of an organization with a subscription to the Service who have been added to the account as users.

"Confidential Information" shall mean the Content and any information, technical data, or know-how considered proprietary or confidential by either party to this Agreement including, but not limited to, either party's research, services, inventions, processes, specifications, designs, drawings, diagrams, concepts, marketing, techniques, documentation, source code, customer information, personally identifiable information, pricing information, procedures, menu concepts, business and marketing plans or strategies, financial information, and business opportunities disclosed by either party before or after the effective date of this Agreement, either directly or indirectly in any form whatsoever, including in writing, orally, machine-readable form or through access to either party's premises.

"Content" shall mean any information you upload or post to the Service and any information provided by you to Company in connection with the Service, including, without limitation, information about your Authorized Users.

"Service" shall mean any software or services provided by Company.

"Subscriber" shall refer to the purchaser of the Services provided by Company and shall also include any present or former agent, representative, independent contractor, employee, servant, attorney and any entity or person who had authority to act on your behalf.

2. Limited License & Use of the Service

Company does not review or pre-screen the Content and Company claims no intellectual property rights with respect to the Content. Authorized Users agree not to reproduce, duplicate, copy, sell, resell or exploit access to the Service, use of the Service, or any portion of the Service, including, but not limited to the HTML, Cascading Style Sheet ("CSS") or any visual design elements without the express written permission from Company. Authorized Users agree not to modify, reverse engineer, adapt or otherwise tamper with the Service or modify another website so as to falsely imply that it is associated with the Service, Company, or any other software or service provided by Company. Authorized Users agree that they will not knowingly use the Service in any manner which may infringe copyright or intellectual property rights or in any manner which is unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or in violation of the terms of this Agreement. Authorized Users agree that they will not knowingly use the Service to upload, post, host, or transmit unsolicited bulk email "Spam", short message service "SMS" messages, viruses, self-replicating computer programs "Worms" or any code of a destructive or malicious nature. Except for the non-exclusive license granted to Authorized User pursuant to this Agreement, Authorized User acknowledges and agrees that all ownership, license, intellectual property and other rights and interests in and to the Service shall remain solely with Company. Authorized Users who configure the Service to share or make available certain Content to the public, are deemed to acknowledge and agree that everyone will have access to the Content ("Public Content"). Company reserves the right, at any time, in its sole discretion, to take any action deemed necessary with respect to Public Content that violates the terms of this Agreement, including, but not limited to, removal of such Public Content.

3. Access to the Service

You are only permitted to access and use the Service if you are an Authorized User. Authorized Users are required to provide their full legal name, a valid email address, and any other information reasonably requested by the Service. Each Authorized User will be provided with a unique identifier to access and use the Service ("Username"). The Username shall only be used by the Authorized User to whom it is assigned, and shall not be shared with, or used by any other person, including other Authorized Users.

4. Confidentiality

4.1 Each party agrees to treat all Confidential Information as confidential and not to use or disclose such Confidential Information except as necessary to perform its obligations under this Agreement or the license agreement between Company and Subscriber.

5. Security and Access

Company is responsible for providing a secure method of authentication and accessing its Service. Company will provide mechanisms that:

  1. allow for user password management;
  2. transmit passwords in a secure format; and
  3. protect passwords entered for purposes of gaining access to the Service by utilizing code that follows password management best practices.

Authorized User shall be responsible for protecting the security of its usernames and passwords, or any other codes associated to the Service, and for the accuracy and adequacy of personal information provided to the Service.

At all times, Company, and any third-party vendors and hosting partners it utilizes to provide the Service, will:

  1. use information security best practices for transmitting and storing your Content, adhering to industry standards; and
  2. employ information security best practices with respect to network security techniques, including, but not limited to, firewalls, intrusion detection, and authentication protocols, vulnerability and patch management.

Company shall report to Subscriber, with all relevant details (except those which could prejudice the security of data uploaded by other customers), any event that Company reasonably believes represents unauthorized access to, disclosure of, use of, or damage to Content (a "Security Breach"). Company shall make such report within 72 hours after learning of the Security Breach.

In the event of a Security Breach, Company shall (a) cooperate with Subscriber to identify the cause of the breach and to identify any affected Content; (b) assist and cooperate with Subscriber in investigating and preventing the recurrence of the Security Breach; (c) assist and cooperate with Subscriber in any litigation or investigation against third parties that Subscriber undertake to protect the security and integrity of Content; and (d) use commercially reasonable endeavors to mitigate any harmful effect of the Security Breach.

6. Legal Compliance

Company maintains that its primary duty is to protect the Content to the extent the law allows. Company reserves the right to provide the Confidential Information to third parties as required and permitted by law (such as in response to a subpoena or court order), and to cooperate with law enforcement authorities in the investigation of any criminal or civil matter.

If Company is required by law to make any disclosure of the Confidential Information that is prohibited or otherwise constrained by this Agreement, then Company will provide Subscriber with prompt written notice (to the extent permitted by law) prior to such disclosure so that the Subscriber may seek a protective order or other appropriate relief. Subject to the foregoing sentence, Company may furnish that portion (and only that portion) of the Confidential Information that it is legally compelled or otherwise legally required to disclose.

7. Cancellation and Termination

The Subscriber is solely responsible for canceling subscriptions.

8. Limitation of Liability

Except as set forth in the Software Use and License Agreement between Company and Subscriber, Company shall not be liable for and Authorized User waives the right to claim any loss, injury, claim, liability or damage of any kind resulting in any way from the Service provided to Subscriber by Company.

9. Disclaimer of Warranties

COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS WITH RESPECT TO ANY SERVICES PROVIDED BY COMPANY.

Company makes no warranty that its services will be secure or error free. Nor does Company make any warranty as to any results that may be obtained from the use of the Service.

10. DMCA Notice Digital Millennium Copyright Act Notice

If you believe that your copyrighted work has been infringed upon through our services, please submit a DMCA notice to us. To ensure that your notice complies with the DMCA, please include the following information:

  1. Identification of the Copyrighted Work: Provide a description and identification of the copyrighted work that you claim has been infringed.
  2. Identification of the Infringing Material: Specify the location of the infringing material within Company's services, including all relevant URLs.
  3. Contact Information: Include your full name, address, telephone number, and email address.
  4. Statement of Good Faith Belief: A statement that you have a good faith belief that the use of the material is not authorized by the copyright owner, its agent, or the law.
  5. Accuracy Statement: A statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
  6. Signature: Your physical or electronic signature as well as a physical or electronic signature of the copyright owner or a person authorized to act on their behalf.

Send your DMCA notice to: dmca@eagleeyeapp.ai

11. Privacy Policy

All Content which constitutes personal data and personal information provided by Authorized Users or gathered via the Service by Company, is governed by Company's Privacy Policy, and shall be used in accordance with it for the purposes set out in this Agreement, the Software Use and License Agreement between Subscriber and Company, and as otherwise identified in the software.

12. Miscellaneous

  1. The Services may allow you to access or use or integrate with third party providers of products and services ("Third-Party Services"). Such Third-Party Services are not "Services" under this Agreement and are not subject to any terms related to Services, including related warranties, indemnities, service commitments or other obligations. The availability of any Third-Party Services through the Services does not imply Company's endorsement of or affiliation with the provider. Access to and use of any Third-Party Services are subject to the separate terms and conditions required by the providers of the Third-Party Services. Company does not control the Third-Party Services and will have no liability to Authorized User in connection with any Third-Party Service. Company has no obligation to monitor or maintain any Third-Party Service and may replace, disable, or restrict access to any Third-Party Service or cancel related integrations at any time, without notice. BY USING OR ENABLING ANY THIRD-PARTY SERVICE, AUTHORIZED USER EXPRESSLY ACKNOWLEDGES THAT ANY LIABILITY AND REMEDIES RELATED TO A THIRD-PARTY SERVICE IS WHOLLY GOVERNED BY THE APPLICABLE THIRD-PARTY AGREEMENT AND COMPANY DISCLAIMS ALL LIABILITY RELATED TO SUCH THIRD-PARTY SERVICE.
  2. Authorized User may not remove or export from the United States or allow the export or re-export of the Services or any related technology or materials in violation of any restrictions, laws, or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority, and Subscriber will be liable for any such violation by Authorized Users.
  3. Authorized User acknowledges the risk that information and the Content stored and transmitted electronically through the Service may be intercepted by third parties. Authorized User agrees to accept that risk and will not hold Company liable for any loss, damage, or injury resulting from the interception of information. The Content is stored securely and encrypted. Only Company, with strict business reasons, may access and transfer the Content and only to provide Subscriber with the Service.
  4. The failure of either party to enforce any provision hereof shall not constitute or be construed as a waiver of such provision or of the right to enforce it at a later time.
  5. This Agreement constitutes the entire agreement between Authorized Users and Company and governs Authorized Users use of the Service, superseding any prior agreements between Authorized Users and Company (including, but not limited to, any prior versions of this agreement).
  6. Company reserves the right to amend this Agreement. In the event of material changes to the Agreement, Company will notify Authorized Users by email, or by other reasonable means of these changes prior to their enactment. Continued use of the Service by the Authorized User after reasonable notice will be considered acceptance of any new terms.
  7. Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (which consent shall not be unreasonably withheld). Notwithstanding the foregoing, either party may assign this Agreement in its entirety without consent of the other party in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets provided the assignee has agreed to be bound by all of the terms of this Agreement. Any attempt by a party to assign its rights or obligations under this Agreement in breach of this Section shall be void and of no effect.
  8. Governing Law and Venue. This Agreement and your relationship with Company shall be governed exclusively by, and will be enforced, construed, and interpreted exclusively in accordance with, the laws applicable in the state of Wisconsin and shall be considered to have been made and accepted in Wisconsin, without regard to its conflict of law provisions. All disputes under this Agreement will be resolved by the courts of Wisconsin and Authorized User consents to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum. In any action or proceeding to enforce rights under this Agreement, the prevailing party shall be entitled to recover costs and legal fees. THE PARTIES HEREBY WAIVE ALL RIGHTS TO TRIAL BY JURY IN ANY CLAIM, ACTION, PROCEEDING OR COUNTERCLAIM BY ANY MATTERS ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT OR SERVICES.
  9. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, YOU AND COMPANY AGREE THAT (A) EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS, (B) WE BOTH HEREBY WAIVE ANY RIGHT TO BRING CLAIMS AS PART OF ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (C) UNLESS BOTH YOU AND COMPANY AGREE TO THE CONTRARY, MORE THAN ONE PARTY'S CLAIMS MAY NOT BE CONSOLIDATED OR JOINED BY THE APPLICABLE COURT OR ANY ARBITRATION TRIBUNAL, AND (D) ANY RELIEF AWARDED TO YOU CANNOT AFFECT OTHER USERS, AND VICE VERSA.