OctoML Optimization services
Nov 18, 2020
OctoML, Inc. (“OctoML,” “we,” “us,” and “our”) owns, operates, maintains, and provides the Optimization Services, which are designed to help improve and optimize your machine learning models (each, a “Customer Model”), such as, but not necessarily limited to, increasing efficiencies with respect to each Customer Model’s latency, processing time, and/or power savings characteristics. The Optimization Services may comprise, among other things, software that enables you to access and use your User Account and the Optimization Services (collectively, the “Software”); one or more software development kits that enables you to create executable object code that interacts with the Optimization Services (each, an “SDK”); other information, data, and materials provided to you as part of the Optimization Services, including Customer Models on which the Optimization Services have been performed (each, an “Optimized Model”); and any related services that we agree to provide to you from time to time via your User Account.
disputes with us by binding arbitration involving a class action waiver.
This Agreement constitutes a legally binding agreement made between OctoML and any person or entity (“User,” “you,” “yourself,” and “your”) who registers, accesses, or otherwise uses a User Account. In the event that you purport to be an agent or other representative of an entity (e.g., an officer or employee) or in the event that you otherwise, in fact, act on behalf of such an entity, you hereby acknowledge and agree that references in this Agreement to “User,” “you,” “yourself,” and “your” refer to you and such entity, collectively.
You agree that by registering, accessing, or using your User Account, you have read, understood, and agree to be bound by this Agreement on behalf of yourself and any entity that you represent. If you do not agree to all of the terms of this Agreement, do not register, access, or use your User Account.
Eligibility to access and use your user account
In order to register, access, and use your User Account, now or in the future, you must be at least 18 years of age (or the age of legal majority where you live and/or access your User Account). If you are under the age of 18 years or whatever is the age of legal majority where you live and/or access your User Account, you may register your User Account only with the involvement of your parent or other legal guardian, and you represent and warrant that your parent or other legal guardian has read, understood, and agreed to this Agreement.
Optimization Services, including the Optimized Models; the Software; SDKs; and the other information, data, and materials provided by us as part of the Optimization Services are designed, developed, hosted, operated, supported, maintained, and otherwise offered by us in or from the United States. The Optimization Services are not intended for distribution to or use by any person or entity in any jurisdiction where such distribution or use would be contrary to law or that would subject OctoML to any registration requirement within such jurisdiction. Accordingly, those persons and entities that choose to access or use the Optimization Services from locations outside the United States do so on their own initiative and are solely responsible for compliance with local laws. You represent and warrant that you (and, if applicable, any entity that you represent) are not (1) located in a country that is subject to a US government embargo, or that has been designated by the US government as a “terrorist supporting” country; or (2) listed on any US government list of prohibited or restricted parties.
We reserve the right to cancel or suspend your access to and use of your User Account, if you fail to comply with any of these eligibility requirements.
The Optimization Services that we make available to you via your User Account, including the Optimized Models and, as applicable, the Software; SDKs; the other information, data, and materials provided by us to you as part of the Optimization Services; and any related services, in each case, are subject to additional, supplemental terms (“Supplemental Terms”) as shown below:
Modifications to this agreement
If you do not agree to any such modifications as they occur or are introduced, you will immediately discontinue accessing or using your User Account and the features and functions of the Optimization Services.
Responsibility for your user account
To create a User Account, you will be required to provide certain information, and you will establish a username and a password. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. We reserve the right to cancel or suspend your User Account if any information provided during the registration process or thereafter proves to be inaccurate, not current, or incomplete.
Your User Account is assigned to you and you only. You acknowledge that your User Account is only for use by you and is not transferable to any other individual (e.g., other officers, employees, contractors, agents, or representatives of an entity you represent), and you agree you will not create more than one User Account.
You are responsible for maintaining the confidentiality of any account authentication credentials used to access your User Account. You may not share account authentication credentials with anyone else or otherwise permit anyone other than yourself to access or use the Optimization Services using your User Account or your User Account authentication credentials. You are responsible for maintaining the confidentiality of your User Account and account authentication credentials and are responsible for the access to and use of your User Account and the Optimization Services by anyone who obtained your account authentication credentials through you. You will immediately notify us of any unauthorized use of your User Account.
Cancelling your user account
You may cancel your User Account at any time by logging into your User Account and electing to cancel or by sending an email to us at email@example.com. Cancellations will take effect within 30 days after the end of any period of time for which you have paid for access to or use of the Optimization Services. For the avoidance of doubt, canceling your User Account does not relieve you of the obligation to pay any remaining payments owed in connection with your User Account or otherwise accrued prior to the effective date of such cancellation, and all fees paid by you are non-refundable.
Your User Account; the Optimization Services; the Software; SDKs; and the information, data, and materials provided to you and others as part of the Optimization Services are designed, developed, hosted, operated, supported, maintained, and otherwise offered by us in the United States. If you access your User Account from the European Union, Asia, or any other region of the world with laws or other requirements governing personal data collection, use, processing, or disclosure that differ from applicable laws in the United States, then through your continued access to and use of your User Account, you are transferring your information to the United States, and you expressly consent to have your information transferred to and stored and/or processed in the United States.
Term and termination
The term of this Agreement commences upon your acceptance of this Agreement, as evidenced by your registering, accessing, or using your User Account. You may terminate this Agreement at any time by canceling your User Account, as described above. We may terminate this Agreement by canceling or suspending your User Account in the event that you breach any of the terms, conditions, limitations, restrictions, representations, or warranties set forth in this Agreement, including, without limitation, the terms, conditions, limitations, restrictions, representations, or warranties set forth in any Supplemental Terms, or in the event that you no longer meet the eligibility requirements set forth above. Further, if, pursuant to any Supplemental Terms or any separate, written agreement between you and OctoML (including any agreement between OctoML and the entity that you purport to represent or, in fact, act on behalf of), you no longer have the right to access and use the Optimization, this Agreement shall automatically terminate. We may also terminate this Agreement at any time for any reason or no reason by refunding any pre-paid fees paid by you for access to and use of your User Account not adributable to Optimization Services provided to you prior to the effective date of such cancellation. Following termination of this Agreement for any reason, within 30 days thereafter, we may delete your User Account and any information associated with your User Account at any time, with or without advance notice. If we cancel or suspend your User Account for any reason, you are prohibited from registering and creating a new User Account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of an entity. In addition to canceling or suspending your User Account and/or terminating this Agreement, we reserve the right to take appropriate legal action, including, without limitation, pursuing civil and criminal remedies and seeking injunctive relief.
Your representations and warranties
By registering, accessing, or using your User Account, you represent and warrant that: (1) you meet the eligibility requirements for accessing and using your User Account set forth in this Agreement; (2) all registration information you submit to us is true, accurate, current, and complete and will be maintained as such by you; (3) you are authorized to accept this Agreement on behalf of any entity that you purport to represent as an agent or other representative (e.g., as an officer or employee) or that you otherwise, in fact, act on behalf of; (4) you have not, and will not, access or use your User Account or any features or functions of the Optimization Services for any illegal or unauthorized purpose, and your access to and use of your User Account will not cause OctoML to be in violation of any applicable law or regulation; and (5) you have not, and will not, access or use your User Account or any feature or functions of the Optimization Services in a manner that misappropriates the intellectual property or otherwise infringes on the intellectual property rights of any third party. If you breach these representations and warranties, in addition to any other remedies that we may have at law or equity, we will have the right to cancel or suspend your access to and use of your User Account and refuse to allow you (and, if applicable, the entity you represent) to access and use any or all of the features and functions of the Optimization Services, now and in the future.
Limitations of liability
Dispute resolution; mandatory binding arbitration
necessary changes in points of detail). No class or representative actions or arbitrations are allowed.
This Agreement and your access to and use of your User Account and the Optimization Services are governed by the laws of the State of Washington, without regard to its conflict of laws principles. Any dispute between you and OctoML that is not subject to arbitration will be resolved in the state or federal courts of the State of Washington and the United States of America sitting in or having jurisdiction in King County, Washington.
Notices from you to us or us to you shall be in writing and may be sent via email or via your User Account. In any event, you can notify us or send questions, complaints, or claims related to your User Account to us by contacting us using the contact information set forth below. Notices from us to you will be sent to the email address or mailing address provided by you as part of your User Account.
In order to resolve a complaint regarding your User Account or to receive further information from us about the Optimization Services, please contact us at:
1201 Third Street, Suite 2200
Seattle, Washington 98101-3029