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license.txt
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license.txt
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These Terms govern your access to and use of the software, applications, extensions, and other products and services we provide through or for Haystack Editor (our “Services”).
Please read these Terms carefully before accessing or using our Services. By accessing or using any part of our Services, you agree to be bound by all of the Terms and all other operating rules, policies, and procedures that we may publish via the Services from time to time (collectively, the “Agreement”). You also agree that we may automatically change, update, or add on to our Services as stated in the Terms, and the Agreement will apply to any changes.
1. Who’s Who
“You” means any individual or entity using our Services. If you use our Services on behalf of another person or entity, you represent and warrant that you’re authorized to accept the Agreement on that person’s or entity’s behalf, that by using our Services you’re accepting the Agreement on behalf of that person or entity, and that if you, or that person or entity, violates the Agreement, you and that person or entity agree to be responsible to us.
We refer to Haystack Software Inc. as “Haystack,” “us,” or “we” throughout these Terms.
2. Use Restrictions
Except as otherwise expressly permitted in this Agreement, you shall not, and shall not permit any other person to: (a) transfer, rent, sell, assign, distribute, lease, provide access to or otherwise make available our Services to any other person, (b) copy, reproduce, modify, adapt, create derivative works of the our Services, (c) incorporate our Services into a product or service that Customer provides to a third party, (d) interfere with or circumvent mechanisms in our Services intended to limit your use, (e) reverse engineer, disassemble, decompile, translate, or otherwise seek to obtain or derive the source code, or (f) remove or obscure any proprietary or other notices contained in our Services
3. Responsibility of Users
We haven’t reviewed, and can’t review, all of the content (e.g. extensions) posted to or made available through our Services by users or anyone else (“Content”) or on websites that link to, or are linked from, our Services. We’re not responsible for any use or effects of Content or third-party websites. So, for example:
We don’t have any control over third-party websites.
A link to or from one of our Services does not represent or imply that we endorse any third-party website.
We don’t endorse any Content or represent that Content is accurate, useful, or not harmful. Content could be offensive, indecent, or objectionable; include technical inaccuracies, typographical mistakes, or other errors; or violate or infringe the privacy, publicity rights, intellectual property rights, or other proprietary rights of third parties.
We aren’t responsible for any harm resulting from anyone’s access, use, purchase, or downloading of Content, or for any harm resulting from third-party websites. You’re responsible for taking the necessary precautions to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content.
Any Content that’s for sale through any of our Services is the seller’s sole responsibility, so you must look solely to the seller for any damages that result from your purchase or use of Content.
We are not a party to, and will have no responsibility or liability for, any communications, transactions, interactions, or disputes between you and the provider of any Content.
Please note that additional third-party terms and conditions may apply to Content you download, copy, purchase, or use.
4. Feedback
We love hearing from you and are always looking to improve our Services. When you share comments, ideas, or feedback with us, you agree that we’re free to use them without any restriction or compensation to you.
5. Artificial Intelligence
We may offer features that incorporate artificial intelligence (AI), such as code generation.
To the extent permitted by law, you own or have the rights to any content you input into AI features (“Input”) and any content generated by the AI features (“Output”).
You’re responsible for your Input, the use of any Output, and for complying with any applicable laws. AI may occasionally generate Output that’s inaccurate, irrelevant, offensive, harmful, or similar to others’ content.
6. Copyright Policy
As we ask others to respect our intellectual property rights, we respect the intellectual property rights of others.
7. Intellectual Property
The Agreement doesn’t transfer any Haystack or third-party intellectual property to you, and all right, title, and interest in and to such property remains (as between Haystack and you) solely with Haystack, and all other trademarks, service marks, graphics, and logos used in connection with our Services are trademarks or registered trademarks of Haystack (or Haystack’s licensors). Other trademarks, service marks, graphics, and logos used in connection with our Services may be the trademarks of other third parties. Using our Services doesn’t grant you any right or license to reproduce or otherwise use any Haystack or third-party trademarks.
8. Third-Party Services
While using the Services, you may enable, use, or purchase services, products, software, embeds, or applications (like extensions) provided or manufactured by a third party or yourself (“Third-Party Services”).
If you use any Third-Party Services, you understand and agree that:
Third-Party Services aren’t vetted, endorsed, or controlled by Haystack.
Unless we have indicated that Haystack is providing support for it, any use of a Third-Party Service is at your own risk, and we won’t be responsible or liable to you or anyone else for Third-Party Services.
Even if you purchase a third-party extension through a marketplace we operate, any services related to that extension are subject to and governed by the terms and policies of the third party (“Third Party”).
Some Third-Party Services may request or require access to your data — or to your visitors’ or customers’ data — through things like pixels or cookies. If you use the Third-Party Service or grant them access, the data will be handled in accordance with the Third Party’s privacy policy and practices, which you should carefully review before you use any Third-Party Services. Third-Party Services may not work appropriately with our Services and we may not be able to provide support for issues caused by any Third-Party Services.
If you have questions or concerns about how a Third-Party Service operates or need support, contact the Third Party directly unless it is indicated that Haystack provides support for it.
9. Changes
We may modify the Terms from time to time, for example, to reflect changes to our Services (e.g., adding new features or benefits to our Services or retiring certain features of certain Services) or for legal, regulatory, or security reasons. If we do this, we’ll provide notice of the changes, such as by posting the amended Terms and updating the “Last Updated” date or, if the changes, in our sole discretion, are material, we may notify you through our Services or other communications. Any changes will apply on a going-forward basis, and, unless we say otherwise, the amended Terms will be effective immediately. By continuing to use our Services after we’ve notified you, you agree to be bound by the new Terms. You have the right to object to any changes at any time by ceasing your use of our Services and canceling any subscription you have.
10. Termination
We may terminate your access to all or any part of our Services at any time, with or without cause or notice, effective immediately, including if we believe, in our sole discretion, that you have violated this Agreement, any service guidelines, or other applicable terms. We have the right (though not the obligation) to (i) terminate or deny access to and use of any of our Services to any individual or entity for any reason. We will have no obligation to provide a refund of any fees previously paid.
You can stop using our Services at any time, or, if you use a Paid Service, you can cancel at any time, subject to the Fees, Payment, and Renewal section of these Terms.
11. Disclaimers
Our Services are provided “as is.” Haystack and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, to the maximum extent allowed by applicable law, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Haystack, nor its suppliers and licensors, makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted.
12. Jurisdiction and Applicable Law.
Except to the extent any applicable law provides otherwise, the Agreement and any access to or use of our Services will be governed by the laws of the state of California, U.S.A., excluding its conflict of law provisions and the application of the United Nations Convention of Contracts for the International Sale of Goods, and the proper venue for any disputes arising out of or relating to the Agreement and any access to or use of our Services will be the state and federal courts located in San Francisco County, California, U.S.A. Nothing in this Agreement affects your rights as a consumer to rely on mandatory provisions in your country of residence.
13. Limitation of Liability
In no event will Haystack, or its suppliers, partners, or licensors, be liable (including for any third-party products or services purchased or used through our Services) with respect to any subject matter of the Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that the fees paid by you to Haystack under the Agreement during the twelve (12) month period prior to the cause of action, whichever is greater. Haystack shall have no liability for any failure or delay due to matters beyond its reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
European Users: If we cause damage to you and you are a consumer in Europe, we limit our liability to the maximum amount permissible in your country of residence. Liability will be limited to foreseeable damages arising due to a breach of material contractual obligations typical for this type of contract. Haystack isn’t liable for damages that result from a non-material breach of any other applicable duty of care. This limitation of liability will not apply to any statutory liability that cannot be limited, to liability for death or personal injury caused by our negligence, liability caused by our willful misconduct or gross negligence, or our responsibility for something we have specifically promised to you. You and we agree that we and our affiliates’ total liability is limited to the amount paid by you to use our Services during the 12 months preceding the claim; To the extent that our liability is limited or excluded, the limitations or exclusions will also apply to the personal liability of our employees, legal representatives, and vicarious agents.
14. Indemnification
You agree to indemnify and hold harmless Haystack, its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all losses, liabilities, demands, damages, costs, claims, and expenses, including attorneys’ fees, arising out of or related to your use of our Services, including but not limited to your violation of the Agreement or any agreement with a provider of third-party services used in connection with the Services or applicable law, Content that you post, and any ecommerce activities conducted through your or another user’s website.
15. Translation
These Terms were originally written in English (US). We may translate these terms into other languages, and in the event of a conflict between a translated version of these Terms and the English version, the English version will control.
16. Miscellaneous
The Agreement (together with any other terms we provide that apply to any specific Service) constitutes the entire agreement between Haystack and you concerning our Services. If any part of the Agreement is unlawful, void, or unenforceable, that part is severable from the Agreement, and does not affect the validity or enforceability of the rest of the Agreement. A waiver by either party of any term or condition of the Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.
Haystack may assign its rights under the Agreement without condition. You may only assign your rights under the Agreement with our prior written consent.