WEBSITE TERMS OF USE

Please read these Terms of Use (“Terms” or “Terms of Use”) carefully before using this website. By using this website, you acknowledge and agree that you have read, accepted, and agree to be legally bound by all of these Terms of Use. If you do not accept these Terms, do not use the website. MemSQL, Inc. ("MemSQL") may modify all or any part of these Terms from time to time without notice to you; you should check back often so you are aware of your current rights and responsibilities. Your continued use of this website after changes to the Terms have been published constitutes your binding acceptance of the updated Terms. If at any time the Terms are no longer acceptable to you, you should immediately cease all use of this website. These Terms do not alter the terms or conditions of any other agreement you may have with MemSQL for specific MemSQL software products or services.

If you are using this website on behalf of any entity, you represent and warrant that you are authorized to accept these Terms on such entity’s behalf and that such entity agrees to indemnify you and MemSQL for violations of these Terms. Nothing in these Terms will be deemed to confer any third-party rights or benefits.

Trademarks

The trademarks, logos and service marks ("Marks") displayed on this website are the property of MemSQL or other third parties. You are not permitted to use these Marks without the prior written consent of MemSQL or such third party which may own the Mark(s).

Copyrights

MemSQL either owns the intellectual property rights in the HTML, text, images audio, video, software, or other content that is made available on this website, or has obtained the permission of the owner of the intellectual property to make it available on this website. MemSQL strictly prohibits the redistribution or copying of any part of this website or content on this website without written permission from MemSQL. MemSQL authorizes you to display on your computer, download and print pages from this website provided: (a) the copyright notice appears on all such printouts, (b) the information will not be altered, (c) the content is only used for personal, educational, and non-commercial use, and (d) you do not redistribute or copy the information to any other media. MemSQL respects the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please follow our Notice and Procedure for Making Claims of Copyright Infringement, as set forth below.

Software Use

Any software or services (collectively, "Software") that is made available to you to download or accessible from this website is the copyrighted work of MemSQL and/or third parties. Your access and use of the Software is governed by the terms of the applicable terms of use or license agreement which accompanies or is included with the Software ("License Agreement"). You will not download, install, use, or access any Software that is accompanied by or includes a License Agreement, unless you first agree to the terms of the License Agreement.

Submission of Ideas

MemSQL or any of its employees do not accept or consider unsolicited ideas, including ideas for new advertising campaigns, new promotions, new products or technologies, processes, materials, marketing plans or new product names. Please do not send MemSQL any original creative artwork, samples, demos, or other works. The purpose of this policy is to avoid potential confusion, misunderstandings, or disputes when MemSQL products or marketing strategies might seem similar to ideas submitted to MemSQL. If despite the request that you not send us any ideas or materials, you still send them, you acknowledge that MemSQL makes no assurance that your ideas or materials will be treated as confidential or proprietary.

Linking

This website may contain links to other websites and resources which are provided for convenience only. MemSQL may not have reviewed the linked websites and is not responsible for the content or availability of any linked websites. The inclusion of any link to a website does not imply endorsement by MemSQL of the website or their entities, products, or services.

Rules of Conduct

Your use of this website is subject to all applicable local, state, national and international laws, and regulations, and you agree not to violate such laws and regulations. Any attempt by any person to deliberately damage this website is a violation of criminal and civil laws. MemSQL reserves the right to seek damages from any such person to the fullest extent permitted by law. In addition, you agree not to post or transmit through this website any material or content that violates or infringes in any way the rights of others or solicits, encourages or promotes the use of illegal substances or activities, which is unlawful, threatening, abusive, harassing, defamatory, libelous, derogatory, invasive of privacy or publicity rights, vulgar, obscene, bigoted or hateful, profane, scandalous, pornographic, indecent or otherwise objectionable, gives rise to civil or criminal liability or otherwise violates any applicable law. You may not engage in any activity on this website or using the Software that restricts or inhibits any other user from using or enjoying this website or the Software by "hacking", "cracking", "spoofing", or defacing any portions of this website or the Software. You may not post or transmit through this website advertising or commercial solicitations; promotional materials relating to website or online services which are competitive with MemSQL and/or this website; software or other materials that contain viruses, worms, time bombs, Trojan horses, or other harmful or disruptive components, political campaign materials; chain letters; mass mailings, spam mail, any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, "data mine", or in any way reproduce or circumvent the navigational structure or presentation of this website or its contents. You may not harvest or collect information about website visitors without their express written consent.

User Name

If you are subscribing to any MemSQL service or list via this website, you must select a user name and password and you agree (i) to provide MemSQL with accurate, complete and up to date information; (ii) to update your information to keep it accurate, current and complete; (iii) comply with these Terms of Use. Failure to provide accurate information constitutes a breach of this agreement, which may result in immediate termination of your right to access this website.

You may not select a user name that impersonates someone else, is or may be illegal, or may be protected by trademark or other proprietary rights, is vulgar or offensive or may cause confusion. MemSQL reserves the right to reject any user name in our sole discretion.

You agree not to sell or transfer your use of or access to this website or permit anyone else whose account was suspended or terminated to use this website through your user name or password. You are responsible for maintaining the confidentiality of your password and account and for all activity that occurs on your account. You agree to immediately notify MemSQL of any unauthorized use of your account or any other breach of security. MemSQL will not be liable for any loss you incur as a result of someone else using your password and account with or without your permission.

Monitoring

MemSQL has the right, but not the obligation, to monitor the content of this website, to determine compliance with these Terms of Use and any other operating rules established by MemSQL. MemSQL has the right in our sole discretion to edit, refuse to post or remove any material submitted to or posted on this website that we find to be in violation of these Terms of Use or is otherwise objectionable. You are solely responsible for any information you post, transmit or otherwise make available on this website. You acknowledge and agree that MemSQL does not have any liability for any action or inaction with respect to any conduct, communication or posting on this website.

Rights in Content

By displaying, publishing, and making available for download and use by others any content, messages, text, files, images, photos, video, sounds, profiles, works of authorship, or any other materials ("Content") you give MemSQL a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display, and distribute any Content which you submit, post, or display on or through the web site. You agree that this license includes a right for MemSQL to make such Content available to other companies, organizations, or individuals with whom MemSQL has relationships for the provision of services, and to use such Content in connection with the provision of those services. You understand that MemSQL may (a) transmit or distribute your Content over various public networks and in various media; and (b) make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services, or media. You agree that this license shall permit MemSQL to take these actions. You confirm and warrant to MemSQL that you have all the rights, power, and authority necessary to grant the above license.

Global Availability

MemSQL controls this site from its San Francisco, CA, USA office; other MemSQL sites may be administered and operated from various locations inside and outside the United States. If you use this website from other locations you are responsible for compliance with applicable local laws. MemSQL makes no representation that the products and services referenced herein are appropriate, or available, worldwide and in fact certain products and services may not be available worldwide.

Export Control

Software downloaded from this website is subject to applicable export laws and regulations, including, but not limited to, the U.S. Export Administration Regulations. The export or reexport of software in violation of the foregoing laws and regulations is strictly prohibited. By downloading, purchasing, or using any Software from this website, you acknowledge that you have read and understood this notice and agree to comply with all applicable export laws and regulations as further detailed in the applicable license agreement.

U.S. Government Commercial License Rights

Any Software downloaded from this website is deemed to be commercial computer software as defined in FAR 12.212. Any use, modification, reproduction release, performance, display or disclosure of the Software by the U.S. Government shall be solely in accordance with the terms of the applicable License Agreement, and except as otherwise explicitly stated in the License Agreement, all provisions of the License Agreement shall apply to the U.S. Government.

Indemnification

Any person or corporation submitting content to this website agrees to defend, indemnify and hold MemSQL and its subsidiaries, affiliates, officers, directors, shareholders, predecessors, successors in interest, employees, agents and licensors harmless from and against any and all claims, losses, liabilities and expenses (including attorneys' fees) related to or arising out of such submitted content, including without limitation claims made by third parties related to any false advertising claims, liability claims for products or services sold by the person or corporation submitting such content, claims for patent, copyright or trademark infringement, claims due to disruption or malfunction of services provided (pertaining to the submitted content), even if such content is reviewed by MemSQL prior to publishing on the website.

Disclaimer

THIS WEBSITE AND ALL CONTENT, MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOUR USE OF THIS WEBSITE IS AT YOUR OWN RISK. MEMSQL MAKES NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, AS TO THE FUNCTIONALITY OR USEFULNESS OF THIS WEBSITE OR ANY CONTENT. MEMSQL DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. MEMSQL MAKES NO WARRANTY THAT, (I) ANY SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (II) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF ANY SERVICE WILL BE ACCURATE OR RELIABLE, (III) THE QUALITY OF ANY PRODUCTS, SERVICES, CONTENT, INFORMATION, OR OTHER MATERIALS PURCHASED OR OBTAINED BY YOU THROUGH ANY SERVICE WILL MEET YOUR EXPECTATIONS, (IV) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED, OR THAT THIS WEBSITE, ITS CONTENT, AND THE SERVER ON WHICH THE WEBSITE AND CONTENT ARE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY MATERIAL (INCLUDING CONTENT) DOWNLOADED OR OBTAINED THROUGH THE USE OF THIS WEBSITE IS DONE AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY MATERIAL. INFORMATION CREATED BY THIRD PARTIES THAT YOU MAY ACCESS ON THIS WEBSITE OR THROUGH LINKS IS NOT ADOPTED OR ENDORSED BY MEMSQL AND REMAINS THE RESPONSIBILITY OF THE THIRD PARTY.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, MEMSQL IS NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF OR IN CONNECTION WITH THE WEBSITE, EVEN IF MEMSQL HAS PREVIOUSLY BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES, HOWEVER THEY ARISE, WHETHER IN BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE), INCLUDING WITHOUT LIMITATION DAMAGES DUE TO (a) THE USE OF OR THE INABILITY TO USE THE WEBSITE; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE WEBSITE; (c) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE, INCLUDING WITHOUT LIMITATION UNAUTHORIZED ACCESS TO OR ALTERATION OF TRANSMISSIONS OR DATA, MALICIOUS OR CRIMINAL BEHAVIOR, OR FALSE OR FRAUDULENT TRANSACTIONS, OR (d) CONTENT OR INFORMATION YOU MAY DOWNLOAD, USE, MODIFY OR DISTRIBUTE. NOTWITHSTANDING ANY OTHER CLAUSE IN THIS AGREEMENT, MEMSQL'S TOTAL AGGREGATE LIABILITY, REGARDLESS OF THE FORM OF THE CAUSE OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), STATUTE OR OTHERWISE, AND YOUR SOLE AND EXCLUSIVE REMEDY, SHALL BE LIMITED TO PROVEN DIRECT DAMAGES CAUSED BY MEMSQL IN AN AMOUNT NOT TO EXCEED FIVE HUNDRED DOLLARS (US $500.00). THE PROVISIONS OF THIS SECTION ALLOCATE RISKS UNDER THESE TERMS OF USE BETWEEN MEMSQL AND YOU. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS IN ITS ESSENTIAL PURPOSE. TO THE EXTENT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF DIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, PORTIONS OF THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY.

Privacy

See the MemSQL Privacy Policy .

Jurisdiction

This agreement and all claims relating to the relationship between the parties are governed by the Federal laws and the laws of the State of California, U.S.A. without regard to choice of law provisions. Each party agrees that any claim or cause of action arising under or relating to this Agreement will be brought in a court of competent jurisdiction located in San Francisco, California, and each party irrevocably consents to such personal jurisdiction and waives all objections thereto. If one or more of the provisions contained in this Agreement is held invalid, illegal, or unenforceable in any respect by any court of competent jurisdiction, such holding will not impair the validity, legality, or enforceability of the remaining provisions. Notice and Procedure for Making Claims of Copyright Infringement

In accordance with the Digital Millennium Copyright Act of 1998 (“DMCA”), the text of which may be found on the U.S. Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf, MemSQL will respond expeditiously to claims of copyright infringement committed using the MemSQL website that are reported to MemSQL’s Designated Copyright Agent, identified in the sample notice below.

If we take such measures, we will make a good-faith attempt to contact the user who stored and/or transmitted the content so that he or she may make a counter notification pursuant to sections 512(g)(2) and (3) of the DMCA. It is our policy to document all notices of alleged infringement on which we act.

To file a notice of infringement with us, please provide the following information to the MemSQL-designated copyright agent listed below:

1. A description of the copyrighted work or other intellectual property that you claim has been infringed.

2. A description of the material that you claim is infringing the copyrighted work listed in item #1.

3. An address, telephone number, and an email address where the alleged infringing party can contact you.

4. The following statement: "I have a good faith belief that use of the copyrighted materials described above as allegedly infringing is not authorized by the copyright owner, its agent, or the law."

5. The following statement: "I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed."

6. Your electronic or physical signature.

To file a counter notification with us, please provide the following information to the MemSQL-designated copyright agent listed below:

1. A description of the material that MemSQL has removed or to which MemSQL has disabled access.

2. Your name, address, telephone number, email address, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or San Francisco, California if your address is outside of the United States), and that you will accept service of process from the person who provided notification of infringement or an agent of such person.

3. The following statement: "I swear, under penalty of perjury, that I have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled."

4. Your electronic or physical signature.

CONTACT INFORMATION

Please send notifications of infringement and other legal notifications with the words "DMCA Complaint" in the subject line to: Legal Department, MemSQL, Inc., 534 4th Street, San Francisco, CA 94107 or [email protected]


Last Updated: 08/28/17