Effective September 22, 2020.
1.1 Your use of RedisGreen — provided by Stovepipe Studios — is governed by this agreement (the "Terms"). "Stovepipe Studios" means Stovepipe Studios Inc., a Delaware Corporation headquartered in Portland Oregon, and its subsidiaries or affiliates involved in providing the Services. The "Services” means the services Stovepipe Studios makes available through this website, including this website, the RedisGreen cloud database platform, the RedisGreen API, and any other software or services offered by Stovepipe Studios in connection to any of those. "You", "your", and "Customer" mean the person or entity using the Services and identified in the applicable account record, billing statement, online subscription process, or Order Form as the customer.
1.2 In order to use the Services, you must first agree to the Terms. You can agree to the Terms by actually using the Services. You understand and agree that Stovepipe Studios will treat your use of the Services as acceptance of the Terms from that point onwards.
1.3 If you have entered into or enter into a service agreement with a RedisGreen partner service such as Heroku, that service agreement shall not apply to the Services, and the Services shall not be considered a service or product or part of any service or product under such service agreement, unless otherwise expressly agreed in writing by Stovepipe Studios. Any representations or commitments by RedisGreen partners regarding the security or availability of its services or products do not apply to RedisGreen Services.
1.4 You may not use the Services if you are a person barred from receiving the Services under the laws of the United States or other countries, including the country in which you are resident or from which you use the Services. You affirm that you are over the age of 13, as the Services are not intended for children under 13.
1.5 You agree your purchases of Services are not contingent on the delivery of any future functionality or features or dependent on any oral or written public comments made by Stovepipe Studios or any of its affiliates regarding future functionality or features.
2.1 You must provide accurate and complete registration information any time you register to use the Services. You are responsible for the security of your passwords and for any use of your account. If you become aware of any unauthorized use of your password or of your account, you agree to notify Stovepipe Studios immediately.
2.2 Your use of the Services must comply with all applicable laws, regulations and ordinances, including any laws regarding the export of data or software.
2.3 You agree not to (a) access (or attempt to access) the administrative interface of the Services by any means other than through the interface and authorization that is provided to you by Stovepipe Studios in connection with the Services, unless you have been specifically allowed to do so in a separate agreement with Stovepipe Studios, or (b) engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Service).
2.4 Your account has “hard” and “soft” usage limits, as further explained here (or any other document Stovepipe Studios may provide). The Services do not permit you to exceed the hard usage limits. Stovepipe Studios reserves the right to enforce soft usage limits in its sole discretion, which may result in Stovepipe Studios serving a “quota exceeded” page to you or people who use services created or run by you that utilize the RedisGreen Services (“End Users”). Repeated exceeding of the hard or soft usage limits may lead to termination of your account.
2.5 You may use the Services only to create and manage databases on the RedisGreen infrastructure. You may not access the Services for the purpose of bringing an intellectual property infringement claim against Stovepipe Studios or for the purpose of creating a product or service competitive with the Services.
3.1 You agree to comply with the Stovepipe Studios Acceptable Use Policy available at acceptable use policy (the "Acceptable Use Policy") which is incorporated herein by this reference and which may be updated from time to time.
3.3 You agree that you will protect the privacy and legal rights of the End Users of any Application created by you. "Application" means any service or production created or run by you that makes use of the Services. You must provide legally adequate privacy notice and protection for End Users. If End Users provide you with personal or sensitive information that will be stored in the Services, you must make the users aware that the information will be available to your Application and to Stovepipe Studios.
3.4 You agree that you will not use the Services to process special categories of personal data as referred to in Article 9(1) of the GDPR or similar applicable privacy regulations, unless such processing is permitted by applicable privacy laws and such processing is expressly permitted in a separate written Data Processing Agreement with Stovepipe Studios.
4.1 Subject to the Terms, the Services requires the payment of fees for its use. The pricing for the Services can be found on https://www.redisgreen.net (or such URL as Stovepipe Studios may provide).
4.2 For all purchased resources and services, we will charge your credit card or issue an invoice on a monthly basis or at the interval indicated in the Stovepipe Studios fees and payment policies. All payments are due at the end of the service month unless otherwise agreed to in writing by Stovepipe Studios.
4.3 Late payments may bear interest at the rate of 1.5% per month (or the highest rate permitted by law, if less). You are responsible for paying all reasonable expenses and attorneys fees Stovepipe Studios incurs collecting late amounts. To the fullest extent permitted by law, you waive all claims relating to charges unless claimed within 60 days after the charge (this does not affect your credit card issuer rights). Charges are solely based on Stovepipe Studios's measurements of your use of the Services, unless otherwise agreed to in writing. To the fullest extent permitted by law, refunds (if any) are at the discretion of Stovepipe Studios and only in the form of credit for the Services. Nothing in these Terms obligates Stovepipe Studios to extend credit to any party. You acknowledge and agree that any credit card and related billing and payment information that you provide to Stovepipe Studios may be shared by Stovepipe Studios with companies who work on Stovepipe Studios's behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to Stovepipe Studios and servicing your account. Stovepipe Studios may also provide information in response to valid legal process, such as subpoenas, search warrants and court orders, or to establish or exercise its legal rights or defend against legal claims. Stovepipe Studios shall not be liable for any use or disclosure of such information by such third parties. Stovepipe Studios reserves the right to discontinue the provision of the Services to you for any late payments.
4.4 Stovepipe Studios may change its fees and payment policies for the Services by notifying you at least fifteen (15) days before the beginning of the billing cycle in which such change will take effect. Changes to the fees or payment policies will be posted on the website (or such other URL Stovepipe Studios may provide from time to time). Any outstanding balance becomes immediately due and payable upon termination of the Terms for any reason.
4.5 You may not use the Services in a manner intended to avoid incurring fees.
4.6 Taxes. By using the Services you acknowledge that all charges payable by you are exclusive of all taxes, levies or duties, and you shall be responsible for payment of all such taxes, levies or duties.
5.1 You understand that all information you store using the RedisGreen Services is the sole responsibility of the person from which such content originated. All such information is referred to below as the "Content." The term Content shall specifically exclude the Apllications that you create and any source code written by you to be used with the Services.
5.2 Stovepipe Studios reserves the right (but shall have no obligation) to remove any or all Content from the Services. You agree to immediately remove any Content that violates the Acceptable Use Policy, including pursuant to a take down request from Stovepipe Studios. In the event that you elect not to comply with a request from Stovepipe Studios to take down certain Content, Stovepipe Studios reserves the right to directly take down such Content or to disable service.
5.3 You agree that you are solely responsible for (and that Stovepipe Studios has no responsibility to you or to any third party for) the Application or any Content that you create, transmit or display while using the Services and for the consequences of your actions (including any loss or damage which Stovepipe Studios may suffer) by doing so.
5.4 You agree that Stovepipe Studios has no responsibility or liability for the deletion or failure to store any Content and other communications maintained or transmitted through use of the Services. You further acknowledge that you are solely responsible for securing and backing up your Content.
6.1 You acknowledge and agree that Stovepipe Studios (or Stovepipe Studios's licensors) own all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist).
6.2 Except as provided in Section 8, Stovepipe Studios acknowledges and agrees that it obtains no right, title or interest from you (or your licensors) under these Terms in or to any Content or Application, including any intellectual property rights which subsist in that Content and the Application (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with Stovepipe Studios, you agree that you are responsible for protecting and enforcing those rights and that Stovepipe Studios has no obligation to do so on your behalf.
7.1 Stovepipe Studios gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by Stovepipe Studios as part of the Services as provided to you by Stovepipe Studios. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Stovepipe Studios, in the manner permitted by the Terms.
7.2 You may not (and you may not permit anyone else to): (a) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Services or any part thereof, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by Stovepipe Studios, in writing (e.g., through an open source software license); or (b) attempt to disable or circumvent any security mechanisms used by the Services or any part thereof.
7.3 Open source software licenses for components of the Services released under an open source license constitute separate written agreements. To the limited extent that the open source software licenses expressly supersede these Terms, the open source licenses govern your agreement with Stovepipe Studios for the use of the components of the Services released under an open source license.
7.4 Stovepipe Studios hereby grants you a limited, non-exclusive, royalty-free, non-transferable license, with no right to sub-license, to display the Stovepipe Studios trademarks and/or logos as provided by Stovepipe Studios (“Marks”) for the sole purpose of promoting or advertising that you use the Services. You agree that all goodwill generated through your use of the Stovepipe Studios Marks shall inure to the benefit of Stovepipe Studios.
8.1 Stovepipe Studios claims no ownership or control over any Content or Application. You retain copyright and any other rights you already hold in the Content and/or Application, and you are responsible for protecting those rights, as appropriate.
8.2 You may choose to or we may invite you to submit comments or ideas about the Services, including without limitation about how to improve the Services or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Stovepipe Studios under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.
8.3 You agree that Stovepipe Studios, in its sole discretion, may use your trade names, trademarks, service marks, logos, domain names and other distinctive brand features in presentations, marketing materials, customer lists, financial reports and Web site listings (including links to your website) for the purpose of advertising or publicizing your use of the Services.
9.1 Stovepipe Studios may, and you grant us permission to, make recommendations via the Services for products or services we think may be of interest to you based on your Application(s), Content, and/or use of the Services. We will never make recommendations directly to your End Users.
10.1 Stovepipe Studios is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Services which Stovepipe Studios provides may change from time to time without prior notice to you, subject to the terms in Section 4.4. Changes to the form and nature of the Services will be effective with respect to all versions of the Services; examples of changes to the form and nature of the Services include without limitation changes to fee and payment policies, security patches, added functionality, changes to regional availability, and other changes.
10.2 You may terminate these Terms at any time by canceling your account on the Services. You will not receive any refunds if you cancel your account.
10.3 You agree that Stovepipe Studios, in its sole discretion and for any or no reason, may terminate your account or any part thereof. You agree that any termination of your access to the Services may be without prior notice, and you agree that Stovepipe Studios will not be liable to you or any third party for such termination.
10.4 You are solely responsible for exporting your Content and discontinuing the use of the Services by you Application(s) prior to termination of your account for any reason, provided that if we terminate your account, we will provide you a reasonable opportunity to retrieve your Content.
10.5 Upon any termination of the Services or your account these Terms will also terminate, but Sections 6.1, 10, 11, 12, 13, and 16 shall continue to be effective after these Terms are terminated.
11.1 NOTHING IN THESE TERMS, INCLUDING SECTIONS 12 AND 13, SHALL EXCLUDE OR LIMIT STOVEPIPE STUDIOS'S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW.
11.2 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE Services IS PROVIDED "AS IS" AND "AS AVAILABLE."
11.3 STOVEPIPE STUDIOS, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS MAKE NO EXPRESS WARRANTIES AND DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE SERVICES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, STOVEPIPE STUDIOS, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (A) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, AND (C) USAGE DATA PROVIDED THROUGH THE SERVICES WILL BE ACCURATE.
12.1 SUBJECT TO SECTION 11.1 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT STOVEPIPE STUDIOS, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS.
12.2 THE LIMITATIONS ON STOVEPIPE STUDIOS'S LIABILITY TO YOU IN SECTION 12.1 SHALL APPLY WHETHER OR NOT STOVEPIPE STUDIOS HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
13.1 You agree to hold harmless and indemnify Stovepipe Studios, and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners (collectively "Stovepipe Studios and Partners") from and against any third party claim arising from or in any way related to (a) your breach of the Terms, (b) your use of the Services, (c) your violation of applicable laws, rules or regulations in connection with the Services, or (d) your Content or your Application, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, Stovepipe Studios will provide you with written notice of such claim, suit or action.
14.1 You agree to set up a process to respond to notices of alleged infringement that comply with the United States' Digital Millennium Copyright Act ("DMCA notices"). It is Stovepipe Studios's policy to respond to DMCA notices or other applicable copyright laws and to terminate the accounts of repeat infringers. We reserve the right to take down content in your Application upon receipt of a valid DMCA notice.
15.1 The Services may include hyperlinks to other web sites or content or resources or email content. Stovepipe Studios may have no control over any web sites or resources which are provided by companies or persons other than Stovepipe Studios.
15.2 You acknowledge and agree that Stovepipe Studios is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
15.3 You acknowledge and agree that Stovepipe Studios is not liable for any loss or damage which may be incurred by you or your End Users as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.
16.1 Stovepipe Studios may make changes to the Terms from time to time. If we change the Terms in any substantive way, we will give you at least seven (7) days notice before the changes take effect, during which period of time you may reject the changes by terminating your account.
16.2 You understand and agree that if you use the Services after the date on which the Terms have changed, Stovepipe Studios will treat your use as acceptance of the updated Terms.
17.1 The Terms constitute the whole legal agreement between you and Stovepipe Studios and govern your use of the Services (but excluding any services which Stovepipe Studios may provide to you under a separate written agreement), and completely replace any prior agreements between you and Stovepipe Studios in relation to the Services.
17.2 There are no third party beneficiaries to these Terms. The parties are independent contractors, and nothing in these Terms creates an agency, partnership or joint venture.
17.3 If Stovepipe Studios provides you with a translation of the English language version of these Terms, the English language version of these Terms will control if there is any conflict.
17.4 You agree that Stovepipe Studios may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Services. By providing Stovepipe Studios your email address, you consent to our using the email address to send you any notices required by law in lieu of communication by postal mail.
17.5 You agree that if Stovepipe Studios does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Stovepipe Studios has the benefit of under any applicable law), this will not be taken to be a formal waiver of Stovepipe Studios's rights and that those rights or remedies will still be available to Stovepipe Studios.
17.6 Stovepipe Studios shall not be liable for failing or delaying performance of its obligations resulting from any condition beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, earthquake, fire, flood or other acts of nature, labor conditions, power failures, and Internet disturbances.
17.7 The Terms, and your relationship with Stovepipe Studios under the Terms, shall be governed by the laws of the State of California without regard to its conflict of laws provisions. You and Stovepipe Studios agree to submit to the exclusive jurisdiction of the courts located within the county of San Francisco, California to resolve any legal matter arising from the Terms.
17.8 Neither party may assign any of its rights or obligations under these Terms, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, either party may assign the entirety of its rights and obligations under these Terms, without consent of the other party, to its affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets not involving a direct competitor of the other party. A party’s sole remedy for any purported assignment by the other party in breach of this paragraph shall be, at the non-assigning party’s election, termination of your use of the Services upon written notice to the assigning party.