PYLON for Facebook topic data trial agreement

 
  1. This DataSift PYLON for Facebook Topic Data Trial Agreement (the “Trial Agreement”) is between Mediasift Limited (“DataSift”) and you (“You”) (DataSift and Customer are each a “Party” and collectively, the “Parties”). Any PYLON for Facebook Topic Data (the “Data”) you may obtain hereunder through our services (the “Services”) shall be subject to the terms of this Trial Agreement only, and not any other terms that you may click through or agree to on our website unless incorporated herein.
  2. You understand, confirm, and acknowledge that: (a) usage of our Services and any Data accessed hereunder will be exclusively limited to your internal use for testing, validation and evaluation purposes only (the “Trial“); and (b) DataSift shall have exclusive control over the quantity and/or quality of the Services or Data that You may access during the Trial.
  3. You may not originate any publicity, news release or other public announcement, written or oral, relating to this Trial Agreement (including, without limitation, the terms hereof), or the existence of an arrangement between the Parties. The terms of this Trial Agreement and the Data are strictly confidential and may never be shared with any third party under any circumstances without the express written consent of DataSift. This section shall survive the Trial Agreement indefinitely.
  4. Upon termination of this Trial Agreement or expiration of the Trial, as applicable, You shall cease access to the Services and permanently destroy any and all Data obtained hereunder, except for the least amount of Data that may be necessary for You to retain for archival or compliance purposes only.
  5. The Services and the Data You may access or obtain hereunder are provided “AS IS” and without any warranty of any kind, whether express or implied, or as to its accuracy or completeness.
  6. DATASIFT’S LIABILITY HEREUNDER IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. NOTWITHSTANDING THE FOREGOING SENTENCE, IN NO EVENT SHALL DATASIFT, ITS SUBSIDIARIES OR AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, PRINCIPALS, AGENTS OR EMPLOYEES (CUMULATIVELY THE “DS GROUP”) BE LIABLE FOR ANY CLAIMS, LIABILITIES, LOSSES, COSTS OR DAMAGES, INCLUDING DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE TRIAL WHETHER BASED ON THEORIES ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE. SUCH LIMITATIONS SHALL APPLY EVEN IF THE DS GROUP HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.
  7. You may not assign this Trial Agreement by any means, including without limitation, by operation of law or merger, unless accompanied by the prior written consent of DataSift. Any attempted assignment of this Trial Agreement by You in violation of this section will be void.
  8. You may terminate this Trial Agreement immediately and at any time by providing notice to DataSift (e-mail notice is sufficient), however DataSift may terminate the Trial Agreement at any time without providing any notice to you. Upon expiration of the Trial or termination of the Trial Agreement, as applicable, those provisions, which by their nature must survive the expiration or termination hereof, will do so to give full force and effect to those provisions. Any right of action arising from or related to this Trial Agreement, which has accrued during the term hereof, will also survive any termination. DataSift shall have the right to seek and obtain immediate injunctive relief to enforce this Trial Agreement in addition to any other rights and remedies it may have.
  9. You and DataSift have an independent contractor relationship. No agency, partnership, joint venture, or employment relationship is created as a result of this Trial Agreement, and neither Party has any authority of any kind to bind the other in any respect, nor the obligation to enter into a business relationship of any kind following the Trial.
  10. Any dispute arising out of this Trial Agreement will be heard only in the state or federal courts of San Francisco County, California and you hereby consent and submit to the exclusive jurisdiction of such Courts. The laws of the State of California, excluding and choice of law provisions therein, shall govern the construction and interpretation of this Trial Agreement.
  11. This Trial Agreement represents the Parties’ entire understanding relating to the Trial and supersedes any prior or contemporaneous, conflicting or additional, communications. No term or condition of this Trial Agreement may be amended or waived except in a writing signed by an authorized representative of Party.
Trial TermTrial Start DateTrial End Date (Expiration)
PYLON for Facebook Topic Data – Trial VersionUpon access to the Services2 weeks from Trial Start Date