Lightstream Connect

This Schedule constitutes the End User License Agreement for Lightstream Connect (“Connect EULA”) between Lightstream and Customer.  The Connect EULA is a legal agreement between you and Lightstream Managed Services, LLC (“Lightstream”) and it governs your use of Lightstream Connect made available to you by Lightstream.  Lightstream Connect is licensed, not sold, to you by Lightstream for use strictly in accordance with the terms of this Connect EULA.  In the event of any conflict between this Schedule and the AWS Customer Agreement Standard Terms and Conditions, this Schedule shall govern.

Lightstream you a revocable, non-exclusive, non-transferable, limited license to use Lightstream Connect strictly in accordance with the terms of this Connect EULA.

You agree not to, and you will not permit others to:

• license, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit Lightstream Connect or make Lightstream Connect available to any third party;
  
  
• modify, make derivative works of, disassemble, decrypt, reverse compile or reverse engineer Lightstream Connect in whole or in part;
  
  
• remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of Lightstream or its affiliates, partners, suppliers or the licensors of Lightstream Connect.

Lightstream Connect requires an individual user account (“User Account”) to be setup at https://connect.lightstream.tech either by you or your company’s Lightstream Connect administrator, whether systematically via API or by a Lightstream employee in order to access and use the services available to an individual user (“Registered User”). You are solely responsible for maintaining the confidentiality of each User Account assigned to your company, including without limitation your username/password. You represent and warrant that you will not share any User Account with any third party. You are solely responsible for any and all use of your User Account(s) and you agree:

1. to be responsible for any act or omission of any users accessing the Services under your User Account(s) that, if undertaken by you, would be deemed a violation of this Connect EULA, and
   
   
2. that such act or omission shall be deemed a violation of this Connect EULA by you.

You must notify us immediately if you become aware that your User Account is being used without authorization. You agree not to register for a User Account on behalf of an individual other than yourself, or register for a User Account on behalf of any group or entity unless you are authorized to bind such person, group, or entity to this Connect EULA. By registering another person, group or entity you hereby represent and warrant that you are authorized to do so.

Lightstream Connect, including without limitation all copyrights, patents, trademarks, trade secrets, content, all documentation and tools and other intellectual property rights are, and shall remain, the sole and exclusive property of Lightstream and/or its affiliates.  You agree that you shall not reverse-engineer, copy, disassemble, modify, decompile, or make any other attempt to ascertain the composition or the properties and characteristics of any Lightstream process, software, or other intellectual property which are or may be provided or developed. In the event any such actions nevertheless occur, and without limiting in any way any remedy available to Lightstream at law or in equity, all data and results and/or any inventions, discoveries, or works arising therefrom shall be solely owned by Lightstream, and you shall, at your own expense, assign any such inventions or discoveries to Lightstream and transfer to Lightstream all copies or instances of such material.

Any feedback, comments, ideas, improvements, or suggestions (collectively, “Suggestions”) provided by you to Lightstream with respect to Lightstream Connect shall remain the sole and exclusive property of Lightstream.

Lightstream shall be free to use, copy, modify, publish, or redistribute the Suggestions for any purpose and in any way without any credit or any compensation to you.

Lightstream reserves the right to modify, suspend or discontinue, temporarily or permanently, Lightstream Connect or any service to which it connects, with or without notice and without liability to you.

Lightstream may from time to time provide enhancements or improvements to the features/functionality of Lightstream Connect, which may include patches, bug fixes, updates, upgrades, and other modifications (“Updates”).

Updates may modify or delete certain features and/or functionalities of Lightstream Connect. You agree that Lightstream has no obligation to (i) provide any Updates, or (ii) continue to provide or enable any particular features and/or functionalities of Lightstream Connect to you.

You further agree that all Updates will be (i) deemed to constitute an integral part of Lightstream Connect, and (ii) subject to the terms and conditions of this Connect EULA.

Lightstream Connect may display, include, or make available third-party content (including data, information, applications and other products services) or provide links to third-party websites or services (“Third-Party Services”).

You acknowledge and agree that Lightstream shall not be responsible for any Third-Party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. Lightstream does not assume and shall not have any liability or responsibility to you or any other person or entity for any Third-Party Services.

Third-Party Services and links thereto are provided solely as a convenience to you and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.

Lightstream Managed Services, LLC collects, stores, maintains, and shares information about you in accordance with its Privacy Policy, which is available at https://lightstream.tech/privacy-policy/.  By accepting this Connect EULA, you acknowledge that you hereby agree and consent to the terms and conditions of our Privacy Policy.

This Connect EULA shall remain in effect until terminated by you or Lightstream.

Lightstream may, in its sole discretion, at any time and for any or no reason, suspend or terminate this Connect EULA with or without prior notice.

This Connect EULA will terminate immediately, without prior notice from Lightstream in the event that you fail to comply with any provision of this Connect EULA. You may also terminate this Connect EULA by deleting Lightstream Connect and all copies thereof from your mobile device or from your computer.

Upon termination of this Connect EULA, you shall cease all use of Lightstream Connect and delete all copies of Lightstream Connect from your mobile device or from your computer.

Termination of this Connect EULA will not limit any of Lightstream’s rights or remedies at law or in equity in case of breach by you (during the term of this Agreement) of any of your obligations under the present Agreement.

You agree to indemnify and hold Lightstream and its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (if any) harmless from any claim or demand, including reasonable attorneys’ fees, due to or arising out of your: (a) use of Lightstream Connect; (b) violation of this Connect EULA or any law or regulation; or (c) violation of any right of a third party.

Lightstream Connect is provided to you “AS IS” and “AS AVAILABLE” and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, Lightstream, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to Lightstream Connect, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, Lightstream provides no warranty or undertaking, and makes no representation of any kind that Lightstream Connect will meet your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither Lightstream nor any Lightstream provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of Lightstream Connect, or the information, content, and materials or products included thereon; (ii) that Lightstream Connect will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through Lightstream Connect; or (iv) that Lightstream Connect, its servers, the content, or e-mails sent from or on behalf of Lightstream are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.

Some jurisdictions do not allow the exclusion of or limitations on implied warranties or the limitations on the applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to you.

Notwithstanding any damages that you might incur, the entire liability of Lightstream and any of its suppliers under any provision of this Connect EULA and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by you for Lightstream Connect.

To the maximum extent permitted by applicable law, in no event shall Lightstream or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, for loss of data or other information, for business interruption, for personal injury, for loss of privacy arising out of or in any way related to the use of or inability to use Lightstream Connect, third-party software and/or third-party hardware used with Lightstream Connect, or otherwise in connection with any provision of this Connect EULA), even if Lightstream or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

Some states/jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.

If any provision of this Connect EULA is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Connect EULA shall not effect a party’s ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute waiver of any subsequent breach.

Lightstream Connect and related documentation are “Commercial Items”, as that term is defined under 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation”, as such terms are used under 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. In accordance with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein.

You may not export or re-export Lightstream Connect except as authorized by United States law and the laws of the jurisdiction in which Lightstream Connect was obtained.

In particular, but without limitation, Lightstream Connect may not be exported or re-exported (a) into or to a nation or a resident of any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List.

By using any component of Lightstream Connect, you represent and warrant that you are not located in, under control of, or a national or resident of any such country or on any such list.

Lightstream reserves the right, at its sole discretion, to modify or replace this Connect EULA at any time. If a revision is material we will provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Application after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use Lightstream Connect.

The laws of the state of Utah and of the United States, excluding conflicts of law rules, shall govern this Connect EULA and your use of Lightstream Connect. Your use of Lightstream Connect may also be subject to other local, state, national, or international laws.  You agree hereby to submit all disputes arising out of or in connection with this Connect EULA to the exclusive jurisdiction of the state and/or federal courts, as applicable, of the State of Utah.

This Connect EULA shall not be governed by the United Nations Convention on Contracts for the International Sale of Good.

If you have any questions about this Agreement, please contact Lightstream Legal at:

Lightstream Managed Services, LLC
ATTN: Legal
208 North 2100 West, 2nd Floor
Salt Lake City, UT 84116
Phone: 801-326-1000

Entire Agreement

The Connect EULA constitutes the entire agreement between you and Lightstream regarding your use of Lightstream Connect and supersedes all prior and contemporaneous written or oral agreements between you and Lightstream.

You may be subject to additional terms and conditions that apply when you use or purchase other Lightstream’s services, which Lightstream will provide to you at the time of such use or purchase.

© 2014-2018 Lightstream Managed Services, LLC
Lightstream Connect End User License Agreement (EULA) v1.2
Last updated: August 2020