BETA TERMS OF SERVICE

Untab Inc. (“Company,” “we,” or “us”) owns and operates the website located at http://www.untab.io and https://app.untab.io (the “Website”) made available through our proprietary platform (collectively the "Services”). These Terms of Service (“Terms”) apply to all users of the Website and our Services.

PLEASE NOTE THAT THESE TERMS CONTAIN IMPORTANT RESTRICTIONS AND LIMITATIONS SO PLEASE READ THEM CAREFULLY BEFORE USING THE WEBSITE OR SERVICES. BY SELECTING THE “ACCEPT” BUTTON YOU HEREBY SIGNIFY THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS WHETHER OR NOT YOU ARE A REGISTERED USER OF OUR SERVICE. WE MAY MAKE CHANGES TO THESE TERMS FROM TIME TO TIME. IF WE DO, WE WILL REQUIRE YOU TO REVIEW AND CLICK-ACCEPT THE LATEST VERSION OF THESE TERMS.

Company is providing access to the Services in " beta mode". Users who have registered for the Services (“Registered Users”) will be provided with access to our customizable software as a service platform that enables Registered Users to track and optimize infrastructure and application costs. Since the Services are in beta testing mode, it is provided by us with absolutely no warranties or guarantees to the accuracy of the service, security of data, or stability of any kind.

REGULATORY COMPLIANCE

It is the sole responsibility of the user to ensure that the user complies with all applicable laws and regulations in respect of the user’s use of the Services. By signing up to be a Registered User of the Services, you represent and warrant that you are in compliance with all applicable laws and regulations in respect of any products and/or services that you will offer using the Service.

LICENSE TO USE THE SERVICES

We grant to you a limited, personal, non-exclusive, non-transferable license to use our Services for your own use and not for resale or further distribution. Your right to use our Services is limited by all terms and conditions set forth in these Terms.

Except for this license granted to you, we retain all right, title and interest in and to the Services and the underlying technology, including all related intellectual property rights in the same. Our Services and technology are protected by applicable intellectual property laws, including Canadian copyright law and international treaties.

Except as otherwise explicitly provided in these Terms or as may be expressly permitted by applicable law, you will not, and will not permit or authorize any third party to: (i) reproduce, modify, translate, enhance, decompile, disassemble, reverse engineer or create derivative works of any of our Service; or (ii) rent, lease or sublicense access to the Service.

FEEDBACK

We welcome your suggestions, comments and feedback on the Services (“Feedback”) especially during this beta phase as it helps us to make improvements to the Services. If you provide us with Feedback you agree that: (a) we are not subject to any confidentiality obligations in respect to the Feedback; (b) the Feedback is not confidential or proprietary information belonging to you or any third party and you have all of the necessary rights to disclose the Feedback to us; (c) Company (including all of its successors and assigns) may freely use Feedback without any restrictions; and (d) you are not entitled to receive any compensation or re-imbursement of any kind in respect of Feedback.

FEES

Fees will vary depending on the individual needs of the user. Each prospective user will be provided with a fee quote prior to being approved to become a Registered User and use the Services.

SUPPORT

We will make reasonable efforts to respond to any support requests and to remedy any issues that arise during the beta phase in relation to the Services.

INFORMATION COLLECTED

Personal information is information that identifies an individual (“Personal Information”). Company collects certain Personal Information provided by Registered Users during the registration process, such as their name, e-mail address and phone number (“Registered Data”). Registered Users may provide us with sales, transactional, operational and customer information required for the Service (the “Submitted Data,” and together with Registered Data, the “Data”).

Company may provide Data to our subsidiaries, partners, and other affiliated companies for the purpose of processing such information. We may also share Data when we believe in good faith that access, use, preservation or disclosure of such information is reasonably necessary to (a) satisfy any applicable law, regulation, legal process or enforceable governmental request, (b) detect, prevent, or otherwise address fraud, security, or technical issues, or (c) protect against harm to the right, property or safety of Company, its users or the public as required or permitted by law.

DATA OWNERSHIP

Registered Users retain ownership of the Data. However, nothing in this Agreement shall restrict our right to compile and freely use aggregated usage data and statistics derived during the Service. You grant us a worldwide, royalty free, perpetual license to i) use any content, data and information provided by Registered Users in connection with the Service; and ii) to use or incorporate into the Service any suggestions, enhancement requests, recommendations or other feedback provided by Users.

SECURITY OF PERSONAL INFORMATION

Company uses a variety of security measures, including encryption tools, to maintain the confidentiality of Data. Submitted Data is stored remotely using Amazon Web Services which is only accessible by Company the Registered User who uploaded the Submitted Data to Amazon Web Services. (pursuant to the terms thereof). We use commercially reasonable efforts to ensure that Registered Data is stored and maintained in a secure environment. All Data is encrypted during transmission across our platform. However, we are not in control of or responsible for any errors, omissions or losses in data transmitted through the Website and/or the Service.

CONFIDENTIAL INFORMATION

Confidential Information” means any information, technical data, or know-how concerning either party, including, but not limited to, research, products, services, customers, markets, business policies or practices, unreleased software, developments, inventions, processes, designs, drawings, engineering, marketing, business plans or finances. Obligations of non-disclosure will not apply to Confidential Information which the receiving party can conclusively establish (i) was in the possession of the receiving party without an obligation of confidentiality at the time of disclosure; (ii) prior to or after the time of disclosure became part of the public domain without the act or omission of the receiving party to whom it was disclosed; (iii) was disclosed to the receiving party by a third party under no legal obligation to maintain the confidentiality of such information; or (iv) was independently developed by the receiving party without use or reliance upon the Confidential Information.

Each party covenant’s to the other party that they will not at any time, other than in accordance with these Terms, disclose the Confidential Information of the other to any person or entity without the prior written approval of the disclosing party, or use any such Confidential Information for any purpose, other than as necessary to fulfill these Terms, unless specifically pre-approved in writing by the disclosing party. However, the receiving party may disclose Confidential Information in accordance with a judicial or other governmental order, provided that the receiving party uses all legitimate and legal means available to minimize the disclosure to third parties, the disclosure of the Confidential Information is restricted in the same manner as is the confidential information of the receiving party or other litigating parties; and the receiving party shall give the disclosing party reasonable notice prior to such disclosure and shall comply with any applicable protective order or equivalent.

The receiving party may disclose Confidential Information of the other only to its employees and consultants who have a ‘need-to-know’ for the purposes of fulfilling these Terms. Each party shall execute appropriate written agreements with employees and consultants sufficient to enable it to comply with all of the confidentiality provisions of this Agreement. Neither party shall reverse engineer, decompile or disassemble any Confidential Information of the other party. The Confidential Information obligations in these Terms shall survive the termination or expiration of these Terms.

DISCLAIMER OF WARRANTIES

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COMPANY OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY OR CONDITION NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, COMPANY, ITS SUBSIDIARIES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; OR THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COMPANY, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL COMPANY BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES IN THE SERVICE; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE. IN NO EVENT SHALL COMPANY, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO COMPANY HEREUNDER.

INDEMNIFICATION

YOU AGREE TO DEFEND, INDEMNIFY AND HOLD COMPANY, ITS AFFILIATES, SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS’ FEES, MADE BY A THIRD PARTY, RELATING TO OR ARISING FROM: (A) ANY CONTENT YOU SUBMIT, POST, TRANSMIT, OR OTHERWISE MAKE AVAILABLE THROUGH THE SERVICE; (B) YOUR USE OF THE SERVICE; (C) ANY VIOLATION BY YOU OF THESE TERMS; (D) YOUR VIOLATION OF ANY RIGHTS OF ANOTHER (E) ANY VIOLATION BY YOU OF ANY APPLICABLE LAW OR REGULATION; AND (F) ANY BREACH OF ANY REPRESENTATION OR WARRANTY MADE BY YOU IN THESE TERMS. THIS OBLIGATION SHALL SURVIVE THE TERMINATION OR EXPIRATION OF THESE TERMS AND/OR YOUR USE OF THE SERVICE.

GOVERNING LAW

These Terms shall be governed by and construed in accordance with the laws of the Province of British Columbia without giving effect to any principles of conflicts of law. Any legal action or proceeding between us and Users shall be brought exclusively in a court of competent jurisdiction located in Vancouver, British Columbia, Canada.

Last Updated: April 12, 2019