Terms and Conditions

General Terms and Conditions of Tamber's Website and Services

Terms and Conditions
Privacy Policy
Legal Information

THE LEGAL AGREEMENTS SET OUT BELOW GOVERN YOUR USE OF THE TAMBER API, WEB-BASED APPLICATION, AND TAMBER RECOMMENDATION SERVICES (“SERVICES”).

  • A. TERMS OF SALE

    PAYMENTS, TAXES, AND REFUND POLICY

    You agree that you will pay for all products you purchase through the Services, and that Tamber may charge your payment method for any products purchased and for any additional amounts (including any taxes and late fees, as applicable) that may be accrued by or in connection with your Account. YOU ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ALL FEES AND FOR PROVIDING TAMBER WITH A VALID PAYMENT METHOD FOR PAYMENT OF ALL FEES.

    Your total price will include the price of the product plus any applicable tax; such tax is based on the bill-to address and the tax rate in effect at the time you begin using the product.

    All sales and rentals of products are final.

    Prices for products offered via the Services may change at any time, and the Services do not provide price protection or refunds in the event of a price reduction or promotional offering.

    If a product becomes unavailable following a transaction but prior to download, your sole remedy is a refund. If technical problems prevent or unreasonably delay delivery or use of your product, your exclusive and sole remedy is either replacement or refund of the price paid, as determined by Tamber.

  • B. TERMS AND CONDITIONS

    THIS LEGAL AGREEMENT BETWEEN YOU (“CUSTOMER”) AND TAMBER INC. ("TAMBER") GOVERNS YOUR USE OF THE TAMBER API AND APPLICATIONS (THE “TAMBER SERVICE”).

    WHEREAS, Tamber is in the business of, among other things, providing services to operators of online services that allows such online services to offer recommendations to end users based on such end users’ prior usage of such online services through use of Tamber’s proprietary technology;

    WHEREAS, Customer operates one or more online services in connection with which it desires to use such Tamber services, and Tamber desires to make available such Tamber services to Customer on the terms and conditions set forth herein.

    NOW, THEREFORE, for the promises set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows.

  1. DEFINITIONS

    1. “Activity Data” means the information regarding End User usage of the Properties which is provided to the Recommendation Service by Customer through the API.
    2. “API” means the application programming interface for the Recommendation Service through which online services send information regarding end user usage of such online services and receive corresponding recommendations.  
    3. “API Documentation” means any and all documentation and sample code regarding the API that may be provided by Company to Customer.
    4. “End Users” means individual end users of the Properties.
    5. “Implementation” means Customer’s provision of Metadata to Tamber and Tamber’s provisioning of an instance of the Recommendation Service incorporating such Metadata for Customer’s use hereunder, as further described in Tamber Recommendation Services.
    6. “Integration” has the meaning set forth in Section 3.1(a).
    7. “Intellectual Property Rights” means all forms of proprietary rights, titles, interests, and ownership relating to patents, copyrights, trademarks, trade dresses, trade secrets, know-how, mask works, droit moral (moral rights), and all similar rights of every type that may exist now or in the future in any jurisdiction, including without limitation all applications and registrations therefore and rights to apply for any of the foregoing.
    8. “Metadata” means Customer-provided data regarding to the objective and subjective qualities of products, services, content and/or activities made available on the Properties, as described in Tamber Recommendation Services.
    9. “Properties” means the websites, mobile applications and/or other online services that are owned or operated by Customer.
    10. “Recommendation Service” means the hosted software-as-a-service owned and operated by Tamber which, when properly integrated with a website, mobile application or other online service, provides recommendations to end users of such service for products, services, content or activities available on or in connection with such service based on such end users’ prior usage of such service.

  2. SERVICE

    1. Provision of Service. Subject to all terms and conditions of this Agreement and the successful completion of the Implementation, Tamber shall make the Recommendation Service available for use on the Properties, solely in the manner enabled by Tamber and in accordance with all applicable documentation and the limitations applicable to Customer’s Subscription Plan & Fees. Tamber reserves the right to modify and update the features and functionality of the Recommendation Service from time to time. Except for as expressly set forth herein, Customer is solely responsible for purchasing and configuring all hardware, software and services that may be necessary or desirable for Customer’s use of the Recommendation Service, including integration with the API in accordance with the API Documentation provided by Company. Customer agrees to use the Recommendation Service in compliance with all applicable laws, rules and regulations. Upon Tamber’s request, Customer agrees to provide Tamber with a monthly written forecast of its estimated usage of the Recommendation Service for the subsequent three (3) months from the date of such request. Customer agrees not to launch commercial use of the Recommendation Service with any Property prior to successfully completing Tamber’s testing and validation process as described in Section 3.2 below.
    2. Restrictions. Customer acknowledges that use of the Recommendation Service is provided for Customer’s benefit only, and agrees not to permit use of the Recommendation Service in connection with any web site, mobile property or other online service other than the Properties. Customer agrees to not attempt, nor to allow any third party, to: (i) copy, distribute, rent, lease, lend, sublicense, transfer or make the Recommendation Service available to any third party or use the Recommendation Service on a service bureau basis, (ii) decompile, reverse engineer, or disassemble the Recommendation Service, (iii) create derivative works based on the Recommendation Service; or (iv) modify, remove, or obscure any copyright, trademark, patent or other notices or legends that appear on the Recommendation Service or during the use and operation thereof.
    3. Implementation. Tamber shall use its commercially reasonable efforts to successfully provide the Tamber Recommendation Services. Customer represents and warrants that it has all rights and licenses necessary to use and allow Tamber to use all Metadata, data, information, materials that it provides to Company without infringing, misappropriating or violating any third party Intellectual Property Right. The Implementation shall be performed at the regular subscription fee provided that if the Metadata as provided by Customer would require more than an incidental amount of normalization or processing by Tamber, Tamber may notify Customer of the same and shall not be obligated to continue performing the Implementation until and unless Tamber and Customer agree in writing on Implementation fees to be payable by Customer for such work and Customer pays such fees.
    4. Suspension/Termination. Tamber may suspend or terminate Customer’s access to or use of the Recommendation Service at any time if: (i) in the sole discretion of Tamber, such action is necessary to prevent errors or harm to any system or network, or to limit Tamber’s liability; or (ii) Customer attempts to access or use the Recommendation Service in an unauthorized manner, including without limitation any attempt to gain access to data or information relating to other Tamber customers or use in connection with Properties that infringe third party Intellectual Property Rights or any applicable law, rule or regulation. In addition, Tamber reserves the right to throttle usage of the APIs where Tamber reasonably determines that such throttling is necessary in order to maintain the performance of or prevent errors within the Recommendation Service.  
    5. Availability. Tamber shall be responsible for operating the servers that make the Recommendation Service available, and shall use commercially reasonable efforts to maintain availability of the Recommendation Service of at least 99.5%, calculated monthly on a per-minute basis. Customer acknowledges and agrees that the Recommendation Service may be unavailable from time to time due to: (i) equipment, software or service malfunctions; (ii) maintenance and update procedures or repairs; or (iii) causes beyond the control of Tamber, including, without limitation, interruption or failure of telecommunication or digital transmission links, malicious attacks, the unavailability, operation, or inaccessibility of websites or interfaces, network congestion or other failures, and that Tamber shall not be liable for any unavailability caused by any of the foregoing. In the event that the Recommendation Service is unavailable for more than seven (7) hours per month for any reason other than as set forth in the foregoing (i), (ii) or (iii) during each of at least two (2) consecutive months, Customer may, as its sole remedy and Tamber’s exclusive liability for unavailability of the Recommendation Service, terminate this Agreement upon written notice to Tamber.
    6. Support. Provided that Customer timely makes all payments due under this Agreement, Tamber shall provide commercially reasonable technical support to Customer regarding use of the Recommendation Service and any errors within the Recommendation Service during Tamber’s normal business hours at no additional charge. Customer may submit requests for technical support through e-mail or by phone to the addresses and phone numbers provided by Tamber. Tamber will use commercially reasonable efforts to respond to each case within forty eight (48) hours and will use commercially reasonable efforts to promptly resolve each case. Actual resolution time will depend on the nature of the case and the resolution. A resolution may consist of a fix, workaround or other solution in Tamber’s reasonable determination.
    7. Properties. Customer acknowledges and agrees that Tamber has no obligation or ability to monitor or edit the content contained within, or made available or linked from, the Properties. Customer acknowledges and agrees that it will not use the Recommendation Service in connection with any Properties containing or promoting illegal activities, hate speech, pornography, profanity, obscenity or sexually explicit material.
    8. Data. As between the parties, Customer shall own all right, title and interest in and to the Metadata and Activity Data (collectively, “Customer Data”). Customer agrees that Tamber may use and disclose Customer Data as follows: (i) Tamber may use Customer Data for purposes of providing the Recommendation Service and for Tamber’s internal business purposes (such as developing and improving Tamber’s algorithms, products and services); (ii) Tamber may disclose Customer Data as may be required by law or legal process; and (iii) Tamber may use and disclose Customer Data in aggregated and anonymized form (i.e., where it is aggregated with data unrelated to Customer and is not identified as relating to Customer).

  3. LICENSE; INTEGRATION

    1. License
      1. Grant. Subject to all terms and conditions of this Agreement, Tamber hereby grants to Customer during the Term a limited, non-exclusive, non-transferable license to: (i) use the API Documentation solely for purposes of integrating the API with the Properties (the “Integration”) in accordance with the API Documentation and other instructions and requirements provided by Tamber (collectively, “Documentation”); (ii) use, reproduce and distribute the portions of the API Documentation expressly designated in writing by Tamber as “redistributable” solely as required for Customer’s distribution of Properties to End Users and in accordance with all applicable Documentation; and (iii) reproduce and internally distribute the Documentation for the sole purpose of exercising the licenses granted in the foregoing (i) and (ii).
      2. Restrictions. Customer has no rights or licenses with respect to the Documentation except as expressly provided in this Agreement. Without limiting the generality of the foregoing, Customer may not: (i) copy, modify, distribute, rent, lease, lend, sublicense, transfer or make the Documentation available to any third party, including without limitation to any of its customers, (ii) decompile, reverse engineer, or disassemble the Documentation, (iii) create derivative works based on the Documentation; or (iv) modify, remove, or obscure any copyright, trademark, patent or other notices or legends that appear on the Documentation.
    2. Integration. While Tamber shall provide commercially reasonable assistance to provide technical support to Customer in connection with the Integration, Customer is solely responsible for performing and ensuring the ongoing correct operation of the Integration, at Customer’s expense. Any direct Integration assistance requested by Customer that Tamber agrees to provide shall be pursuant to Tamber’s standard professional services agreement and payment of applicable fees.

  4. PAYMENT

    1. Fees. Customer shall pay Tamber the fees as set forth in Subscription Plan & Fees hereto (the “Fees”).
    2. Payment Terms. Tamber shall invoice Customer following the end of each calendar month, with each such invoice covering Fees incurred during such month. Customer agrees to pay each invoice within thirty (30) days of receipt. All payments will be made in U.S. dollars. Any amounts due Tamber under this Agreement not received by the date due will be subject to a late fee of 1.5% per month, or the maximum charge permitted by law, whichever is less. Customer shall pay the amounts due under each invoice without deducting any taxes that may be applicable to such payments. Customer is responsible for paying any and all withholding, sales, value added or other taxes, duties or charges applicable to this Agreement, other than taxes based on Tamber’s income.

  5. OWNERSHIP

    As between the parties, Tamber owns all right, title and interest (including all Intellectual Property Rights) in and to the Recommendation Service, Documentation and any software, technology, materials and information owned by Tamber prior to the Effective Date or created, authored, developed, conceived or reduced to practice by Tamber after the Effective Date, whether alone or jointly with others. Nothing herein shall be construed to transfer any rights, title or ownership of Recommendation Service, Documentation or any Tamber software, technology, materials, information or Intellectual Property Rights to Customer. Customer is not required to provide any ideas, feedback or suggestions regarding any of Tamber’s products or services (“Feedback”) to Tamber. To the extent Customer does provide any Feedback to Tamber, Customer agrees to assign and hereby does assign all right, title and interest in and to such Feedback to Tamber and acknowledges that Tamber may freely use, reproduce, modify, distribute, make, have made, sell, offer for sale, import and otherwise exploit in any manner such Feedback without payment of any royalties or other consideration to Customer.

  6. TERM; TERMINATION

    1. Term. This Agreement shall be effective as of the Effective Date, and shall continue in full force and effect until the one (1) month anniversary thereof (“Initial Term”). At the end of the Initial Term, this Agreement shall automatically renew for successive periods of one (1) month each unless either party gives the other party written notice of non-renewal at least sixty (60) days prior to the desired date of termination.
    2. Termination.
      1. Either party may terminate this Agreement effective immediately if the other party is in material breach of any obligation, representation or warranty hereunder and fails to cure such material breach (if capable of cure) within thirty (30) days (or ten (10) days in the event of breach of payment obligations) after receiving written notice of the breach from the non-breaching party.
      2. Customer may terminate this Agreement for any reason or for no reason upon notice to Company, either by written statement or cancelation of the Customer’s account through the Tamber Services.
      3. Either party may terminate immediately upon written notice at any time if: (i) the other party files a petition for bankruptcy or is adjudicated as bankrupt; (ii) a petition in bankruptcy is filed against the other party and such petition is not removed or resolved within sixty (60) calendar days; (iii) the other party makes an assignment for the benefit of its creditors or an arrangement for its creditors pursuant to bankruptcy law; (iv) the other party discontinues its business; (v) a receiver is appointed over all or substantially all of the other party’s assets or business; or (vi) the other party is dissolved or liquidated.
    3. Effect of Termination. All rights and obligations of the parties hereunder shall terminate upon expiration or termination of this Agreement, provided that Sections 1, 2.2, 2.7, 2.8, 3.1(b), 4, 5, 6.3, 7.3, 7.4 and 8 through 11 shall survive expiration or termination of this Agreement. Without limiting the foregoing, Customer shall destroy all copies of the Documentation in its possession or control upon any expiration of termination of this Agreement.

  7. REPRESENTATIONS AND WARRANTIES; INDEMNITY

    1. Mutual. Each party represents, warrants and covenants to the other party that: (i) it has the full power and authority to enter into this Agreement; (ii) the execution of this Agreement and performance of its obligations under this Agreement does not violate any other agreement to which it is a party; and (iii) this Agreement constitutes a legal, valid and binding obligation when executed and delivered.
    2. Customer. Customer represents, warrants and covenants to Tamber that: (i) it has all rights, title, and interest in and to the Properties in connection with which it utilizes the Recommendation Service that are necessary for such use; (ii) it shall not use the Recommendation Service in relation to any activity that would violate any law, rule or regulation, including those relating to privacy or data protection; (iii) the Customer Data shall not contain any personally identifiable information and the Properties shall each contain a privacy policy which complies with all applicable laws (including any required disclosures regarding usage of the Recommendation Service) and (iv) the Properties do not and will not (x) infringe upon, violate, or misappropriate the Intellectual Property Rights of any third party or (y) slander, defame, or libel any person.
    3. Indemnity. Customer agrees to indemnify, defend, and hold Tamber and its affiliates, and their directors, officers and employees, harmless from and against any liabilities, judgments, settlements, damages, costs or expenses (including reasonable attorneys’ fees) arising out of or relating to any claim, demand, action, or proceeding initiated by a third party to the extent attributable to the alleged or actual breach by Customer of any covenant, representation or warranty of this Agreement, provided that Tamber: (i) promptly notifies Customer in writing of the claim, except that any failure to provide this notice promptly only relieves Customer of its responsibility pursuant to this Section 7.3 to the extent its defense is materially prejudiced by the delay; (ii) grants Customer sole control of the defense and/or settlement of the claim, provided that Customer may not admit fault by Tamber or agree to any settlement that purports to bind Tamber without Tamber’s prior written consent; and (iii) provides Customer, at Customer’s expense, with all assistance, information and authority reasonably required for the defense and/or settlement of the claim.
    4. IP Claims. Tamber agrees to defend and/or settle any claim made by a third party alleging that the Tamber technology underlying the Recommendation Service infringes such third party’s Intellectual Property Rights (a “Claim”), provided that Customer provides Tamber with: (i) prompt written notice of the Claim, except that any failure to provide this notice promptly only relieves Tamber of its responsibility pursuant to this Section 7.4 to the extent its defense is materially prejudiced by the delay; (ii) sole control over the defense and settlement of the Claim; and (iii) all assistance, information and authority reasonably required for the defense and/or settlement of the Claim. If a Claim is sustained in a final judgment from which no further appeal is taken or possible, then Tamber will pay or otherwise satisfy any monetary award entered against Customer as part of such final judgment to the extent that such award is adjudged in such final judgment to arise from such infringement. If Tamber, in its sole discretion, believes a Claim or an adverse judgment in connection with a Claim is likely, then Tamber may, at its option, (a) obtain a license from such third party claimant that allows Customer to continue the use of the Recommendation Service, (b) modify the Recommendation Service so as to be non-infringing, or (c) if neither (a) nor (b) is available to Tamber on commercially reasonable terms, terminate this Agreement upon written notice to Customer. Tamber will have no obligation or liability relating to any Claim that: (x) is based on modification or customization of the Recommendation Service by or at the direction of Customer, including in connection with the Implementation; (y) is based on the combination or use of the Recommendation Service (or any component thereof) with any software, hardware, system, method, device or materials not provided by Tamber; or (z) results from Customer’s use of the Recommendation Service in a manner that is inconsistent with its intended use or is in breach of this Agreement. This Section 7.4 sets forth the entire liability of Tamber and the sole and exclusive remedy of Customer in the event of any claim that the Recommendation Service infringes any third party Intellectual Property Right.

  8. DISCLAIMER

    EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, NEITHER PARTY MAKES ANY WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT, AND EACH PARTY EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR PERFORMANCE. TAMBER AND ITS SUPPLIERS, LICENSORS, AND PARTNERS DO NOT WARRANT THAT THE FUNCTIONALITY PROVIDED BY THE RECOMMENDATION SERVICE WILL BE CORRECT, UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS WILL BE CORRECTED. TAMBER DOES NOT WARRANT THE RESULTS OF USE OF THE RECOMMENDATION SERVICE.

  9. CONFIDENTIALITY

    Each party shall keep confidential all information and materials provided or made available by the other party that is marked as confidential or proprietary or (for orally disclosed information) is identified as confidential or proprietary at the time of disclosure and confirmed in writing (including e-mail) as such within fifteen (15) days of the disclosure (“Confidential Information”). The features and functionality of the Recommendation Service, the Documentation and any information regarding planned modifications or updates to either of the foregoing or relating to other Tamber products and services constitutes Confidential Information of Tamber. Each party shall keep and instruct its employees and agents to keep Confidential Information confidential by using at least the same care and discretion as used with that party’s own confidential information, but in no case less than a prudent and reasonable standard of care. Neither party shall use Confidential Information other than for purposes of performing its obligations hereunder or as authorized by the disclosing party. Information or materials shall not constitute Confidential Information if it is: (i) in the public domain through no fault of the receiving party, (ii) known to the receiving party prior to the time of disclosure by the disclosing party, (iii) lawfully and rightfully disclosed to the receiving party by a third party on a non-confidential basis, (iv) developed by the receiving party without reference to Confidential Information or (v) required to be disclosed by law or legal process, provided that the receiving party promptly provide notice to the disclosing party of such request or requirement so the disclosing party may seek appropriate protective orders. If any party, its employees or agents breaches or threatens to breach the obligations of this Section 9, the affected party may seek injunctive relief from a court of competent jurisdiction, in addition to its other remedies, as the inadequacy of monetary damages and irreparable harm are acknowledged. At the request of the disclosing party, the receiving party shall return or destroy all of the disclosing party’s Confidential Information in its possession upon expiration or termination of this Agreement.

  10. LIMITATION OF LIABILITY

    EXCEPT WITH RESPECT TO SECTIONS 7.3 OR 7.4, EITHER PARTY’S BREACH OF SECTION 9 OR CUSTOMER’S BREACH OF SECTION 3.1(b), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY HEREUNDER FOR ANY PUNITIVE, INCIDENTAL, INDIRECT, SPECIAL, RELIANCE OR CONSEQUENTIAL DAMAGES, INCLUDING LOST BUSINESS, REVENUE, OR PROFITS, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, AND WHETHER OR NOT THE PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES. EXCEPT WITH RESPECT TO SECTION 7.3 OR 7.4, EITHER PARTY’S BREACH OF SECTION 9 OR CUSTOMER’S BREACH OF SECTION 3.1(b) OR SECTION 4, IN NO EVENT WILL EITHER PARTY’S LIABILITY AND DAMAGES UNDER THIS AGREEMENT EXCEED THE SUM OF THE TOTAL FEES PAYABLE TO TAMBER UNDER THIS AGREEMENT DURING THE TWELVE MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM. THE PARTIES AGREE THAT THE LIMITATIONS AND DISCLAIMERS OF LIABILITY SET FORTH IN THIS SECTION 10 WILL APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE AND REGARDLESS OF THE THEORY OF LIABILITY.

  11. MISCELLANEOUS

    1. Relationship of the Parties. The parties are independent contractors with respect to each other. This Agreement does not constitute and shall not be construed as constituting a partnership or joint venture among the parties hereto, or an employee-employer relationship. No party shall have any right to obligate or bind any other party in any manner whatsoever, and nothing herein contained shall give, or is intended to give, any rights of any kind to any third parties.
    2. Assignment. Neither party may assign any of its rights or obligations under this Agreement without the prior written consent of the other party, except that either party may assign its rights and obligations under this Agreement without the consent of the other party in connection with any merger (by operation of law or otherwise), consolidation, reorganization, change in control or sale of all or substantially all of its assets related to this Agreement or similar transaction. This Agreement inures to the benefit of and shall be binding on the parties’ permitted assignees, transferees and successors.
    3. Force Majeure. Except for payment obligations, neither party will be responsible for any failure or delay in its performance under this Agreement due to causes beyond its reasonable control, including, but not limited to, labor disputes, strikes, lockouts, internet or telecommunications failures, shortages of or inability to obtain labor, energy, or supplies, war, terrorism, riot, acts of God or governmental action, acts by hackers or other malicious third parties and problems with the Internet generally, and such performance shall be excused to the extent that it is prevented or delayed by reason of any of the foregoing.
    4. Notices. All notices under the terms of this Agreement shall be given in writing and sent by internationally recognized overnight carrier with delivery confirmation or shall be delivered by hand to the addresses noted in the preamble of this Agreement. Notices to Tamber shall be sent to the attention of “Legal Department” and notices to Customer shall be sent to the individual associated with the Customer’s account, as specified by the Customer upon account creation, or as otherwise specified by the Customer. All notices shall be presumed to have been received when they are hand delivered, or on the business day following the day of delivery by overnight carrier.
    5. Amendments. An amendment of this Agreement shall be binding upon the parties so long as it is in writing and executed by both parties. No regular practice or method of dealing between the parties shall modify, interpret, supplement or alter in any manner the express terms of this Agreement.
    6. Construction. This Agreement shall be fairly interpreted and construed in accordance with its terms and without strict interpretation or construction in favor of or against either party. Each party has had the opportunity to consult with counsel in the negotiation of this Agreement. Section headings are for reference purposes only, and should not be used in the interpretation hereof
    7. Severability; Wavier; Counterparts. If any provision, or portion thereof, of this Agreement is determined by a court of competent jurisdiction to be invalid, illegal or unenforceable, such determination will not impair or affect the validity, legality, or enforceability of the remaining provisions of this Agreement, and each provision, or portion thereof, is hereby declared to be separate, severable, and distinct. A waiver of any provision of this Agreement will only be valid if provided in writing and will only be applicable to the specific incident and occurrence so waived. The failure by either party to insist upon the strict performance of this Agreement, or to exercise any term hereof, will not act as a waiver of any right, promise or term, which will continue in full force and effect. This Agreement may be signed in counterparts. Each of them is an original, and all of them constitute one agreement.
    8. Governing Law; Jurisdiction. This Agreement shall be governed by, and construed in accordance with, the laws of the state of California, without reference to conflicts of laws principles. The parties agree that the federal and state courts located in the Northern District of California will have exclusive jurisdiction and venue under this Agreement, and the parties hereby agree to submit to such jurisdiction exclusively.
    9. Entire Agreement. This Agreement constitutes the complete, final and exclusive agreement between the parties with respect to the subject matter hereof, and supersedes any and all prior or contemporaneous oral or written representations, understandings, agreements or communications between them concerning the subject matter hereof. Neither party is relying upon any warranties, representations, assurances or inducements not expressly set forth herein.

  • Subscription Plan & Fees

    Customer agrees to pay for all Tamber Engines that are actively running (“Active Engines”, “Active State”), as well as those that are paused (“Paused Engines”, “Paused State”) – not accessible by API but in a state that allows them to easily switch to an active state, and for stored datasets (“Datasets”) on the 14th of each month at the rates specified below. Monthly rates are prorated hourly, with the rate determined by the highest-value state of the given dataset or engine within that hour.

  • Active Engine

    Customer agrees to pay a monthly rate of $0.001 for each event in each Active Tamber Engine. Additional Metadata and API usage that does not change the total number of events in a given engine, including additional Metadata associated with those values, will not affect the total cost of the engine.

 

 


Last Updated: July 21, 2017