Last Updated: March 9, 2025

These terms of service (the “Terms”) are a legal contract between Sola Security Inc. and its affiliates (“Company”, “we” or “us”) and “you” (“Participant”, “your”, or “User”).  The Terms explain how you are permitted to use the services provided by and through our web-based platform and virtual properties (main URL located at https://app.sola.security/) as well as all of our associated websites and/or online properties (either linked by Company and/or by our affiliated companies) and any cloud and downloadable software applications, plugins or  extensions that Company provides to you for download or use, including in your mobile devices (collectively, the “Sola App(s)”) (all of these virtual properties, software and mobile applications, collectively, the “Site”).  These Terms also govern your use of all the text, data, information, software, graphics, proprietary content, documentation (including our application programming interfaces (“API”)) and more (all of which we refer to as “Materials”) that we and/or our affiliates may make available to you, as well as any services we may provide through this Site.  Collectively, the Site, the Materials, and the services provided therein are referred to as the “Services.”  

BY AGREEING TO THESE TERMS, OR BY ACCESSING, REGISTERING IN, CREATING AN ACCOUNT, MAKING PURCHASES, DOWNLOADING, ACCESSING, OR USING OUR APPS, PROVIDING INFORMATION THROUGH, OR GENERALLY USING THE SERVICES, YOU INDICATE THAT YOU HAVE BOTH READ AND ACCEPT THESE TERMS.  IF YOU DO NOT AGREE WITH ANY OF THESE TERMS, DO NOT ACCESS OR OTHERWISE USE THE SERVICES OR ANY MATERIALS OR CONTENT CONTAINED THEREIN OR PROVIDE US WITH ANY INFORMATION ABOUT YOU.

IMPORTANT: THESE TERMS CONTAIN A DISPUTE RESOLUTION AND ARBITRATION PROVISION (SEE SECTION 19), AND A CLASS ACTION WAIVER (SEE SECTION 19(e)), THAT AFFECT YOUR RIGHTS.  These sections apply solely to the extent applicable in your jurisdiction.

1.  YOUR ACCEPTANCE AND CONTRACTUAL RELATIONSHIP 

By using the Services, you represent and warrant that you are of age under the laws of your jurisdiction and/or lawfully able to enter into contracts.  If you are not legally able to enter into contracts, you may not use the Services at any time or in any manner, or submit any information to Company or the Services.  

If you are entering into these Terms on behalf of a business entity or organization, you represent and warrant that you have the legal authority and capacity to bind such business entity or organization.  If you are not authorized nor deemed by law to have such authority, you assume sole personal liability for the obligations set out in these Terms.

2.  PRIVACY

Please review our privacy policy (the “Privacy Policy”) available at https://sola.security/privacy-policy/ which explains how we use information that you submit to Company.  The Privacy Policy is hereby incorporated by reference.  

3.  MODIFICATIONS AND ADDITIONAL TERMS

(a)  Changes to these Terms.  Company can change, update, add or remove provisions of these Terms at any time by posting the updated Terms on the Site and by providing a notice on the Services.  We will ask for your express consent to the updated Terms where we are legally required to do so, and our notice to you will explain how you can accept or reject the changes.  If you do not agree with any of the updated Terms, you must stop using the Services. Continued use of the Services following notice of any modifications indicates that you acknowledge and agree to be bound by the modifications.  Unless otherwise required by law, the updated Terms are effective as of the day of posting. 

(b)  Changes to the Services.  Company may make changes to the Services at any time, without notice to you.  If you object to any changes to the Services, your sole recourse will be to cease using the Services.  Continued use of the Services following posting of any such changes will indicate your acknowledgement of such changes and satisfaction with the Services as modified.  We also reserve the right to discontinue the Services, or any component of it, at any time without notice to you.  We will not be liable to you or any third party should we exercise our right to modify or discontinue the Services. 

(c)  Paid Subscriptions.  Please note that if you are under paid-subscription Services with us, in the event we change the price for the Services which you have previously agreed to pay or if we substantially change the Services you are paying for, we will also notify you of such changes as contemplated in Section 3(a) above.  Any changes will become effective after your then-current subscription expires or terminates.  If you do not agree with such changes and you communicate this to us in accordance with the notification, we will not automatically renew your subscription even if you previously agreed to automatic renewal for payment. 

(d)  Additional Terms.  In addition, certain features of the Services may be subject to additional terms of use (“Additional Terms”), which shall be provided to you at the moment you choose to use such features or services.  By using such features, or any part thereof, you agree to be bound by the Additional Terms applicable to such features.  In the event that any of the Additional Terms governing such features conflict with these Terms, the Additional Terms will govern.

(e)  Executed Contract(s).  If You have entered into a separately executed (i.e. signed) agreement for Services with Company (collectively and individually, “Contract”), such Contract shall supersede these Terms.  In the event of any conflict between these Terms and the Contract, the Contract will prevail.  In cases where the Contract does not address specific provisions included in these Terms, these Terms will apply, supplementing the Contract.  

4.  USERS 

(a) Guests.  Guests and visitors may browse the Site in accordance with these Terms but will not have full access to the Services without first becoming Registered Users.  

(b)  Registered Users and Accounts.  In order to access certain features of the Services you will be required to become a Registered User.  A “Registered User” is a User who has registered an account with us (your “Account”).  As a Registered User you choose what information you may make public or showcase.  By registering as a User you represent that you are not barred from using the Services under these Terms, the laws of the United States of America, your place of residence or any other applicable jurisdiction.  

(c)  Registration Data.  In registering for the Services, you agree to (i) provide true, accurate, current and complete information about yourself as prompted by the Services’ registration form (the “Registration Data”); and (ii) maintain and promptly update the Registration Data to keep it true, accurate, current and complete.  You agree that all notices and communications between us will be sent to the email address You provide.  If you provide any information (or Company has reasonable grounds to suspect) that is untrue, inaccurate, not current or incomplete, Company has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof) for breach.  You agree not to create an Account using a false identity or information.  You agree not to register for an Account on behalf of any person, group or entity unless you are authorized to bind such person, group, or entity to these Terms and by registering them, you hereby represent that you are authorized to do so.  You agree not to create an Account or use the Services if you have been previously removed by Company, or if you have been previously banned from any of the Company properties.

(d)  Account Management.  When you register for the Services, we will provide you with access credentials or facilitate your authentication via single sign-on (SSO) processes.  You may use the Services or modify your Content and data only through such access credentials or SSO.  You are entirely responsible for maintaining the confidentiality of your password and for any and all activities which occur using your credentials and/or under your Account.  Company reserves the right to establish an Account verification process to verify the account and/or any information provided.  You agree to immediately notify us of any unauthorized use of your Account or any other breach of security known to (or reasonably suspected by) you at help.sola.security .  Company shall be entitled to monitor your username and password and, at its discretion, require you to change it.  If you use a username and password that Company considers insecure or inappropriate, Company will be entitled to require this to be changed and/or terminate your Account.  Company reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights.  You are required to perform all necessary security configuration and management tasks to protect Your Content (defined in Section 11 below) and data.   

5.  SERVICES

As part of our Services, we offer access to our web-based platform that enables Users to build custom security applications that operate on our platform, and to integrate various data sources (such as cloud infrastructure, cyber security tools, SaaS platforms and the like).  Company may make available an App Marketplace for Users  to share such custom-built applications with other Participants in accordance with Section 13. 

For as long as you agree to these Terms and abide by them, you may use the Services.  These Terms apply to all Users of the Service, including Guests and Registered Users, who are also contributors of User Content.  The Services are licensed, not sold, to you. 

(a)  Grant of Limited License(s).  The Services are protected by copyright laws throughout the world.  Subject to your agreement, and continuing compliance with these Terms, and any other relevant Company policies, Company grants you a non-exclusive, non-transferable, non-sublicensable, revocable limited license subject to the limitations below to use the Services, and to download, and use a copy of any Sola App(s) or client-software that we may make available on the Services (including in our Sola App gallery) on devices or computers that you own or control and to run such copy solely for your own internal business or individual purposes.  You agree not to use the Services for any other purpose. If in order for you to access or integrate the Services, you may need to use our APIs, we grant to you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access, use, and integrate the Services with your application(s) or systems in accordance with these Terms (“API License”).  This API License may be immediately revoked or terminated by the Company if you share your API credentials with any third party (other than third party service providers who need such information in order to perform services for you) or if you breach these Terms.  The API credentials are confidential information and property of the Company.

(b)  Restrictions.  You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, sublicense, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by Company; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the source code or algorithms of the Services, in whole or in part, except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Services except as expressly permitted by Company; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; (vi) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks; or (vii) test or attempt to test the effectiveness of Company’s information security measures and/or controls unless expressly authorized by Company to do so.

(c) Beta Services. If you register for a “beta account” or pre-release version of the Services (“Beta Release”), you agree that the Beta Release may have different features, functionality, or licensing terms compared to the later commercial release. Beta accounts automatically convert to commercial accounts upon the Beta Release becoming general availability, i.e. being made widely and commercially available to Users and other customers. Company is not obligated to release a commercial version of any Beta Release. You acknowledge that Beta Releases are not suitable for commercial use and may contain errors affecting proper operation. By accepting these terms, you agree that using a Beta Release may cause disruptions. COMPANY DISCLAIMS ALL DAMAGES FROM YOUR USE OF ANY BETA RELEASE.

(d) Your permissions. By using the Services, you hereby authorize our Services to integrate, to the extent necessary,  with your resources, including but not limited to accessing and interacting with cloud-based services and storage solutions; integrating with version control systems, code repositories, and development environments; connecting with internal communication tools and platforms; and interfacing with security protocols, monitoring tools, and other information security measures.  You acknowledge and agree that such integration is necessary for the optimal performance and delivery of the Services and this authorization is granted to enable the seamless operation and functionality of the Services provided by our platform.  

(e)  Sola Workplace.  We may offer you access to our collaborative platform feature, which is a virtual environment designed to facilitate collaboration, communication, and productivity among Users, where Participants can access shared resources, tools, and information relevant to projects or tasks (the “Sola Workplace(s)”). By using the Sola Workspace, Users agree to comply with all applicable terms and conditions, including but not limited to, maintaining the integrity of shared resources, respecting user roles and permissions, and adhering to security protocols. Users are responsible for ensuring that their use of the Workspace aligns with our Site’s guidelines and policies, including obligations regarding our AUP (see Section 9), Your Content (see Section 11) and interactions between users (see Section 15). 

6.  SUBSCRIPTIONS AND CANCELLATIONS

(a) Subscriptions.  Company may offer access to the Services either at no cost to you or through a paid subscription. During initial registration, you will choose from the available service plans (each a “Subscription”).  All Subscriptions are subject to Company’s acceptance, confirmed upon delivery of a Subscription confirmation to you.  Company reserves the right to refuse service for any reason and may interrupt access to the Services for maintenance. You may order additional Services at any time by agreeing to pay any current Fees (if applicable). All Services are subject to availability and these Terms. 

(b) Paid Subscriptions.  For paid Subscriptions, your Subscription or commencement of the Services begins upon confirmation and receipt of lawful funds, whichever is earlier.  The initial term of the Subscription (“Subscription Term”) is chosen by you and indicated at the time of subscription.   After the initial term, the Subscription shall automatically renew for successive terms as set forth in Section 6(d) below, unless cancelled as indicated in Section 6(e).  For Subscription termination see Section 8.  

(c) Pricing.  Subject to Section 3(c), Company reserves the right to change service plans (paid or unpaid) and prices for paid Subscriptions at any time without providing price protection or refunds for promotions or price decreases.  Any pricing changes will take effect after your current Subscription expires or terminates.  If we provide Services to you in the future after your Subscription terminates, the previous amount paid will not determine the new amount.  It is your responsibility to check our Site for any service plan or price changes.  All upgrades or downgrades will be performed at your request and may involve fee modifications or reinitiating Services with us. 

(d) AUTOMATIC RENEWAL. To ensure continuity of Services, each paid Subscription includes automatic renewal terms.  Company will automatically renew your paid Subscription based on the chosen Subscription Term, charging your Account on the anniversary of the initial Subscription Fee charge. As authorized during sign-up, Company will charge your Account for the applicable Subscription Fee and any related taxes unless you cancel before the anniversary date.  Each renewal period matches the previous Subscription Term unless otherwise agreed.  IF YOU CANCEL YOUR SUBSCRIPTION, ACCESS TO AND USE OF THE SERVICES WILL END WHEN THE CURRENT SUBSCRIPTION TERM EXPIRES. 

Company reserves the right to modify pricing at any time (but not the price in effect for your then-current Subscription Term), upon advance notice to you.  If you have not cancelled your Subscription within the specified time after receiving notice of a price change, your Subscription will auto-renew at the price indicated in your notice.

(e) CANCELLATIONS. YOU MAY CANCEL YOUR SUBSCRIPTION AT ANY TIME, AND SUCH CANCELLATION SHALL BECOME EFFECTIVE UPON EXPIRATION OF YOUR THEN-CURRENT SUBSCRIPTION TERM.  You agree and understand that you will be charged Subscription Fees until the expiration of your then-current Subscription Term and SUBSCRIPTION FEES WILL NOT BE REFUNDED, IN WHOLE OR IN PART, SUBJECT TO APPLICABLE LAW.  You will not be eligible for a pro-rated refund of any portion of the Subscription Fees paid for the then-current Subscription Term, which shall continue until expiration.  If you have any problems or concerns with your cancellation, please contact us at help.sola.security  for assistance. 

7.  PAYMENTS

(a)  Fees and Payment.  If you purchase any Services for a fee, either on a one-time or on a Subscription basis (collectively “Fees”), you agree and consent to Company’s use of third-party payment providers for billing and processing online payments. You agree to pay the applicable Fees for the Services, including periodic fees for Subscriptions, plus all related taxes, and to reimburse us for all collection costs and interest for any overdue amounts.  Unless otherwise negotiated and confirmed in writing, the initial and recurring Fees for the Services will be as provided in the initial on-line order form.    We may invoice Fees for Services in advance.  Failure to pay Fees when due may result in the suspension or termination of Services.

(b)  Automatic Billing and Usage Limits. Services may be billed on an automatic, auto-renewal, and recurring basis unless you follow the cancellation procedure set forth in these Terms.  Your obligation to pay Fees continues through the end of the Subscription Term.  Subscriptions may be subject to usage limits, and we periodically verify usage.  If usage exceeds the purchased limits, we reserve the right to invoice you for the additional use and may contact you to discuss upgrading to a higher usage plan. Refunds, if any, will be issued to the original payment method. 

(c)  Payment Method Authorization.  At registration, you may be required to select a payment method and authorize Company to charge it at regular intervals according to your Subscription, if applicable. Company may use a third party to process payments, which may impose additional terms. If you do not pay all Fees when due, your account will be deemed past due. Company reserves the right to charge interest at 1.5% per month or the highest rate allowed by law on unpaid amounts until paid. 

(d)  Taxes and Additional Fees. You agree to pay any taxes resulting from your use of the Services. Company is not responsible for bank fees incurred due to check cards, automatic payments, insufficient funds, or other fees from your financial institution. If Company receives less than full payment due to taxes, bank charges, or transfer fees, you will be invoiced for the difference. You also agree to pay all attorney and collection fees arising from efforts to collect past-due Fees.

(e)  Suspension or Termination due to non-payment. If you do not pay on time or if Company cannot charge your payment method, Company reserves the right to suspend or terminate your Subscription, access to the Services, and/or Account, and terminate these Terms.

8.   TERMINATION

(a) By You. These Terms commence on the date when you start using the Services and will remain in full force and effect while you use the Services, unless terminated earlier in accordance with these Terms.  You may terminate these Terms at any time and for any reason by (i) cancelling your Subscription (subject to Section 6(e) for paid Subscriptions)  via your Account or by notifying at  help.sola.security  notifying the Company of your termination, in which case we will proceed to close your Account and send you an email confirmation; (ii) deleting or otherwise destroying all Services-related Materials, and/or (iii) ceasing use of the Services.  If you terminate these Terms due to a provable breach by the Company, the Company will refund any unused Fees paid or prepaid in advance.

(b) By Company.  Company may terminate your Subscription in its sole discretion at any time for any reason or no reason.  If terminated without cause, Company will provide you with thirty (30) days written notice before the discontinuation of Services and refund any unused prepaid Fees.  If terminated for cause, all prepaid Fees will be forfeited and are not refundable.  The termination of your Subscription does not relieve you of any accrued or payable Fees prior to the effective date of termination of your Subscription.

Additionally, the Company may terminate your Subscription for cause effective immediately if, based on Company’s sole judgment, it determines that you or any of your end users: (i) have breached the Acceptable Use Policy (see Section 9), (ii) have infringed or violated any intellectual property right or privacy or publicity right of a third party, (iii) have not complied with any applicable law, statute or regulation, or (iv) have uploaded, published or disseminated any images, text, graphics, code or video which Company considers illegal or high risk, in its discretion, or (v) breached these Terms.  Nothing contained in these Terms is intended to, or shall, impose any duty or obligation upon Company to monitor or review your Content (defined in Section 11) or the content of your end users at any time.  You remain solely responsible for your Content, and any resulting liability.

(c)  Effects of Termination.  The termination of your Subscription will end your access to the Services and your license to the Materials.  Company shall not be liable to you or to any third party for termination of the Services permitted under these Terms.  Upon termination of your Subscription, Company reserves the right to maintain copies of your data files and records for archival purposes but does not undertake any obligation to do so. Company will not have any liability whatsoever to you for any suspension or termination, including for deletion of Content.  All provisions of the Terms, which by their nature should survive, shall survive termination of the Service, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.  

9.  OUR ACCEPTABLE USE POLICY AND OUR COMMUNITY

By using our Services, you agree to comply with our Acceptable Use Policy (“AUP”) as outlined below. Failure to adhere to this AUP may result in the termination of your Account and potential legal action. Without limiting any other terms of these Terms:

You agree that You will: 

• Use the Services only in a manner consistent with their intended purpose.
• Respect the rights and privacy of other Users. 
• Comply with all applicable laws and regulations.

You agree that You will not, under any circumstances:

• Attempt to gain unauthorized access to any part of the Services, including other Users’ accounts, servers, or networks.
• Disrupt or overburden any server or network used to support the Services.
• Upload or transmit viruses, worms, Trojan horses, or other malicious code.
• Use bots, scripts, or other automated tools to interact with the Services.

• Post content that is abusive, threatening, obscene, defamatory, libelous, or otherwise objectionable. 
• Upload or share content that infringes on any copyright, trademark, patent, trade secret, or other intellectual property or proprietary rights.
• Solicit or collect personal information from other Users without their consent.

• Harass, abuse, or harm other Users or groups, including Company employees.
• Impersonate any person or entity, including Company employees. 
• Exploit or harm minors or post content depicting cruelty to animals.

• Use the Services for any commercial purpose without express permission, including advertising, solicitation, or selling goods and services.
• Send unsolicited or unauthorized advertising, promotional materials, or other forms of solicitation.

• Use cheats, hacks, or other unauthorized software to modify or interfere with the Services.
• Attempt to reverse engineer, decompile, or disassemble any part of the Services.
• Test or attempt to test the effectiveness of Company’s information security measures and/or controls unless expressly authorized to do so by Company. 
• Engage in data mining, scraping, or other automated data gathering methods.
• Create more than one account for using the Services, without authorization.
• Use the Services to engage in illegal activities, including gambling or wagering.

Any violation of the security to the Services is prohibited and may result in criminal and civil liability.  Unauthorized Access of the servers used to provide the Site, Services, and/or Materials (the “Servers”) is strictly prohibited and is a violation of these Terms and this AUP.  You agree not to engage in such activity or to attempt to breach the Servers for the purpose of altering or manipulating the hardware or software, compromising the Servers, or for any other unauthorized use commonly known as “hacking.”  In the event you are involved in any violation of system security, we reserve the right to release information about you to system administrators at other sites in order to assist in resolving security incidents, and we shall also cooperate with any law enforcement agency investigating a criminal violation of system, cyberthreats,  or network security.  Additionally, any violation of these security provisions may, at our sole discretion, be grounds for termination for cause of your Account as per these Terms.

The Company reserves the right to (i) terminate or suspend your Account for any violation of these Terms; and (ii) seek indemnification, and Users agree to reimburse the Company, for any costs, damages, or liabilities arising from your violation of these Terms. We cooperate with law enforcement and report any suspicious or illegal activity.   

These rules of use are not meant to be exhaustive, and the Company reserves the right to determine what conduct it considers to be in violation of this AUP, the Terms or otherwise outside the spirit of the Services.

By using our Services, you agree to adhere to this Acceptable Use Policy.  If you have any questions or need further clarification, please contact our customer success team at help.sola.security .

10.  INTELLECTUAL PROPERTY INFRINGEMENT AND DMCA NOTIFICATIONS 

We respect the intellectual property rights of others and encourage you to do the same. Accordingly, we have a policy of removing User Content (without prior notice) that violate intellectual property rights of others, suspending access to the Services (or any portion thereof) to any User who uses the Services in violation of someone’s intellectual property rights, and/or terminating in appropriate circumstances the account of any User who uses the Services in violation of someone’s intellectual property rights. 

(a) Submitting a DMCA infringement notification

Pursuant to the Digital Millennium Copyright Act (“DMCA”) 17 U.S. Code § 512, we have implemented procedures for receiving written notification of claimed intellectual property infringement and for processing such claims in accordance with such law. If you believe your copyright or other intellectual property right is being infringed by a user of the Services, please provide written notice to Our Designated Agent for notice of claims of infringement:  Attn: DMCA Agent and/or to help.sola.security . 

Please do not send other inquiries or information to our Designated Agent.

To be sure the matter is handled immediately, your written notice must:

• Contain your physical or electronic signature;
• Identify the copyrighted work or other intellectual property alleged to have been infringed;
• Identify the allegedly infringing material in a sufficiently precise manner to allow Us to locate that material;
• Contain adequate information by which We can contact you (including postal address, telephone number, and e-mail address);
• Contain a statement that you have a good faith belief that use of the copyrighted material or other intellectual property is not authorized by the owner, the owner’s agent or the law;
• Contain a statement that the information in the written notice is accurate; and
• Contain statement, under penalty of perjury, that you are authorized to act on behalf of the copyright or other intellectual property right owner.

Unless the notice pertains to copyright or other intellectual property infringement, the Designated Agent will be unable to address the listed concern.

(b) Submitting a DMCA Counter-Notification

We will notify you that We have removed or disabled access to copyright-protected material that you provided, if such removal is pursuant to a validly received DMCA take-down notice. In response, you may provide Our Designated Agent with a written counter-notification that includes the following information:

• Your physical or electronic signature;
• Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
• A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
• Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which We may be located, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.

(c) Abuse Warning. The DMCA imposes significant penalties – including court costs and attorneys’ fees – on those who abuse the infringement notification procedure, by misrepresenting either that material is infringing, or that material was removed by mistake.  We reserved the right to pursue those who abuse our DMCA notice or counter-notification procedure and will cooperate with law enforcement in any investigation of such abuse.  Please make sure that you meet all the qualifications before submitting a DMCA notice to our Designated Agent.

(d) Termination of Infringers.  We reserve the right, in our sole discretion, to terminate the Account or access of any User of the Services who is the subject of repeated DMCA or other infringement notifications.

11.  USER CONTENT

11.1.  Your Content

(a)  You are responsible for your Apps, information, text, opinions, messages, comments, audio visual works, motion pictures, photographs, animation, videos, graphics, sounds, music, software, and any other content or material that you or your end users submit, upload, post, host, store, or otherwise make available (“Make Available”) on or through the Services (collectively, “Your Content”, “Content” or “User Content”).  As between you and us, you own your User Content and you have full responsibility for all User Content you make or submit, including its legality, reliability and appropriateness, while using the Services.  Your Content remains yours, which means that you retain any intellectual property rights that you have in your Content. 

(b) You hereby grant to Company a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, worldwide license (including the right to sublicense through multiple tiers) to use, reproduce, process, adapt, publicly perform, publicly display, modify, prepare derivative works, publish, transmit and distribute each of your User Content, or any portion thereof, in any form, medium or distribution method now known or hereafter existing, known or developed, and otherwise use and commercialize the User Content in any way that Company deems appropriate, without any further consent, notice and/or compensation to you or to any third parties, for purposes of providing the Services to you. You may not Make Available on the Services any material protected by copyright, trademark, or any other proprietary right without the express permission of the owner of such copyright, trademark or other proprietary right owned by a third party, and the burden of determining whether any such right protects any material is on you.  You shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights, violation of contract, privacy or publicity rights or any other harm resulting from any User Content that you make or submit.  

(c)  Company will not actively monitor Content being hosted by Company, although Company, at its sole discretion, may elect to electronically monitor its network and may disclose any content or records concerning Your Account as necessary to satisfy any law, regulation, or other governmental request or to properly operate our platform and network and protect any of our Participants.  Company will investigate complaints of a violation of a third-party right or of the AUP (see Section 9).  Company will cooperate with law enforcement authorities and reserves the right to notify such authorities if it suspects that you or any of your end users are engaged in illegal activities.  Nothing contained in this Section, or anywhere in these Terms, is intended to bestow any rights on any third party, and no third parties shall be entitled to enforce any terms of these Terms between us, the parties.

(d)  You acknowledge and expressly agree that Company will not be liable to you or any of your end users for any action Company takes to remove or restrict access to Your Content or the Services for any alleged violation of the AUP (see Section 9), or exercising its rights under the DMCA (see Section 10).

11.2 Content that You Make Publicly Available. 

(a)  In addition to the license granted in Section 11.1(a), you also authorize others to use the User Content that you publicly share or Make Available through the Services.

(b)  You may delete, or request deletion of your User Content at any time, unless you have shared such User Content with others and they have not deleted it, or it was copied or stored by other Users/Participants.  Any User Content you submit is at your own risk of loss, and if shared publicly, non-confidential. 

(c)  Company agrees to use any personally identifiable information contained in any of your User Content in accordance with Company’s Privacy Policy, to the extent applicable.  Additionally, please note that certain information, statements, data, and content (such as photographs) which you may submit to Company, or groups you choose to join might, or are likely to, reveal your gender, ethnic origin, nationality, age, and/or other personal information about you.  You acknowledge that your submission of any User Content is voluntary on your part.

(d)  We may modify or adapt your User Content in order to transmit, display or distribute them over computer networks and in various media and/or make changes to the User Content as necessary to conform and adapt them to any requirements or limitations of any networks, devices, services or media.

(e)  If you use any “rating” feature of the Services, as applicable, and/or if you send or transmit any communications, comments, questions, suggestions, or related materials to Company, whether through the Services, or by letter, email, telephone, or otherwise (collectively, “Feedback”), suggesting or recommending changes to the Services, including, without limitation, new features or functionality relating thereto, all such Feedback is, and will be treated as, non-confidential and non-proprietary.  You hereby assign all right, title, and interest in, and Company is free to use, without any attribution or compensation to you, any ratings submitted within the Services, and any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback.  You understand and agree that Company may use any of this Feedback in aggregated or non-aggregated from, however Company is not obligated to use, display, reproduce, or distribute any such ratings, ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.

11.3 Forums and Messaging.  Company may offer public or shared spaces within the Services (including forums and messaging boards) where you and other Participants can post your observations and comments on designated topics.  By offering this feature, Company is merely acting as an intermediary and is not responsible and shall not be liable for such communications.  Please note that ideas you post and information you share may be seen and used by other Users, and Company cannot guarantee that other Users will not use the ideas and information that you share on the Services.  Therefore, if you have an idea or information that you would like to keep confidential and/or don’t want others to use, or that is subject to third-party rights that may be infringed by your sharing it, do not post it on the public forums of the Services.  Please refer to our DMCA policy (see Section 10) for more information regarding how we treat infringing content.  COMPANY IS NOT RESPONSIBLE FOR A USER’S MISUSE OR MISAPPROPRIATION OF ANY CONTENT OR INFORMATION POSTED IN ANY COMPANY COMMUNITY SPACES.

12.  THIRD-PARTY SITES, LINKS AND LICENSING

The Services may be linked to other websites that are not Company properties (collectively, “Third-Party Sites”).  You acknowledge and agree that the Third-Party Sites may have different privacy policies and terms and conditions and/or user guides and business practices than Company, and you further acknowledge and agree that your use of such Third-Party Sites is governed by the respective Third-Party Site privacy policy and terms and conditions and/or user guides.  You hereby agree to comply with any and all terms and conditions, users guides and privacy policies of any of Third-Party Sites.  Company does not verify, make any representations or take responsibility for any Third-Party Site, including, without limitation, the truthfulness, accuracy, quality or completeness of the content, services, links displayed and/or any other activities conducted on or through such Third-Party Sites.  YOU AGREE THAT COMPANY WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY GOODS, SERVICES, INFORMATION, RESOURCES AND/OR CONTENT AVAILABLE ON OR THROUGH ANY THIRD-PARTY SITES AND/OR THIRD-PARTY DEALINGS OR COMMUNICATIONS, OR FOR ANY HARM RELATED THERETO, OR FOR ANY DAMAGES OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH YOUR USE OR RELIANCE ON THE CONTENT OR BUSINESS PRACTICES OF ANY THIRD PARTY.  Any reference on the Services to any product, service, publication, institution, organization of any third-party entity or individual does not constitute or imply Company’s endorsement or recommendation.

13.  THE APP MARKETPLACE

As part of our Services, we may offer access to an online marketplace (the “App Marketplace ”) for third-party cloud and downloadable software applications, plugins and extensions (your “Apps” or “Third-Party Apps”) and for our own Sola Apps, that are designed to interoperate with our Services, software and cloud offerings.  If and when we make the App Marketplace available to you, Users or third parties, we will provide Additional Terms to be accepted before the use of such App Marketplace.  

14.  INTELLECTUAL PROPERTY RIGHTS

(a)  The Services and all proprietary and intellectual property rights embodied and practiced therein, including the look-and-feel of the Site, are and shall remain Company’s property (or the property of Company’s licensors).  Neither these Terms nor your use of the Services convey or grant to you any rights: (i) in or related to the Services except for the limited license granted above; or (ii) to use or reference in any manner Company’s company names, logos, product and service names, trademarks or services marks or those of Company’s licensors.  There are no licenses by implication.  If you breach any of these Terms, the above license will terminate automatically, and you must stop using the Services and immediately destroy any Materials downloaded or printed from the Service.

(b)  All Services provided by Company may only be used for lawful purposes.

(c)  As between you and Company, Company acknowledges that it claims no proprietary rights in or to Your Content.  You hereby grant to Company a non-exclusive, worldwide and royalty-free license to copy, make derivative works, display, perform, use, broadcast and transmit on and via the internet your Content, solely for your benefit and to enable Company to perform its obligations under these Terms.

(d)  In connection with performance of the Services and at the sole discretion of Company, Company may (but is not obligated to) provide you with certain Materials including, without limitation, computer software, data, documentation or information developed or provided by Company or its suppliers under these Terms, domain names, electronic mail addresses and other network addresses assigned to you, and other know-how, methodologies, equipment, and processes used by Company to provide you with the Services.  Subject to these Terms, Company hereby grants you a limited, revocable, non-transferable, non-exclusive license to use the Materials solely in connection with the Services.  This license terminates when these Terms terminate.  As between you and Company, you acknowledge and agree that Company owns all right, title, and interest or otherwise has acquired all applicable licenses for the Materials, and all copyright, trade secret, patent, trademark and other intellectual property rights therein.  Any use of the Materials after termination of these Terms is not licensed and strictly prohibited.  You agree that you will not upload, transmit, reproduce, distribute or in any way exploit any Materials obtained through the Services without first obtaining express written permission to do so from Company.

15.  INTERACTIONS BETWEEN USERS

You are solely responsible for your interactions with other Users and Participants of the Services and any other parties with whom you interact through the Services.  Company may limit the number of connections you may have to other Users and may, in certain circumstances, prohibit you from contacting other Users through use of the Services or otherwise limit your use of the Services.  Company reserves the right, but has no obligation, to monitor or become involved in any way with these disputes.  You will fully cooperate with Company to investigate any suspected unlawful, fraudulent or improper activity, including, but not limited to, granting Company access to any password-protected portions of your Account.  Company reserves the right to restrict, suspend, or close your Account if Company determines, in our sole discretion, that doing so is necessary or in our best interests.

If you have a dispute with one or more Users, you release Company (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. 

If you are a California resident, you waive California Civil Code § 1542, which says: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.

16.  NO WARRANTIES

YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE AND EXCLUSIVE RISK.  THE SERVICES ARE PROVIDED ON AN “AS IS, WITH ALL FAULTS” AND “AS AVAILABLE” BASIS.  COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.  OTHER THAN AS EXPRESSLY SET FORTH HEREIN, COMPANY MAKES NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES COMPANY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICES OR THAT DEFECTS IN ANY SOFTWARE, MATERIALS OR THE SERVICES WILL BE CORRECTED.  ANY STATEMENTS MADE REGARDING SUCH MATTERS IN PROMOTIONAL MATERIALS SHALL BE CONSIDERED ADVERTISING REFERENCES, AND NOT WARRANTIES.  YOU UNDERSTAND AND AGREE THAT ANY USE YOU MAKE OF ANY MATERIAL, APP, AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL, APP AND/OR DATA.

COMPANY HAS NO CONTROL OVER THE CONTENT OF THIRD-PARTY SERVICES. USE OF ANY THIRD-PARTY SERVICES WILL BE AT YOUR OWN AND SOLE RISK AND SUBJECT TO THE TERMS AND CONDITIONS OF A SEPARATE AGREEMENT BETWEEN YOU AND THE THIRD PARTY.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COMPANY OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY, WHETHER BY IMPLICATION, ESTOPPEL OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY MARKETING OR PROMOTIONAL MATERIALS DESCRIBING THE SERVICES ON COMPANY’S WEBSITE.

17.  LIMITATION ON LIABILITY

YOU ARE SOLELY RESPONSIBLE FOR YOUR CONTENT, THE OPERATION AND SECURITY OF YOUR VIRTUAL PORPERTIES AND/OR CONDUCT OF YOUR BUSINESS AND ALL OTHER MATTERS UNDER YOUR CONTROL.  IN NO EVENT SHALL COMPANY BE LIABLE TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO ANY CONTENT, THIRD-PARTY SERVICES, THE OPERATION OR SECURITY OF YOUR BUSINESS OR FAILURE TO OPERATE YOUR BUSINESS. 

THIS SECTION APPLIES TO ALL CLAIMS BY YOU OR YOUR END USERS IRRESPECTIVE OF THE CAUSE OF ACTION UNDERLYING THE CLAIM, INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, TORT, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, STRICT LIABILITY, FRAUD, AND/OR MISREPRESENTATION.

REGARDLESS OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, YOU AGREE THAT IN NO EVENT WILL COMPANY, OUR AFFILIATES, CONTRACTORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OR LICENSORS, OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICES, TECHNOLOGY, OR MATERIALS (INCLUDING APPS) AVAILABLE ON THE SERVICES, BE LIABLE TO YOU IN ANY MANNER WHATSOEVER: (A) FOR ANY DECISION MADE OR ACTION OR NON-ACTION TAKEN BY YOU IN RELIANCE UPON THE INFORMATION PROVIDED THROUGH THE SERVICES; (B) FOR LOSS OR INACCURACY OF DATA, OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY; (C) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF REVENUES, LOSS OF PROFITS, LOSS OF REPUTATION, LOSS OF GOODWILL, LOSS OF DATA, FOR BUSINESS INTERRUPTION OR SIMILAR ACTION, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (D) FOR YOUR USE OF ANY THIRD-PARTY SERVICES.

THE TOTAL AGGREGATE AND MAXIMUM LIABILITY OF COMPANY AND ITS AFFILIATES, ARISING FROM OR OTHERWISE RELATING TO THESE TERMS (REGARDLESS OF THE FORM OF ACTION OR CLAIM) IS LIMITED TO ANY AMOUNTS YOU HAVE PAID TO COMPANY DURING THE SIX (6) MONTHS PRIOR TO THE ACCRUAL OF THE CAUSE OR CAUSES OF ACTION, OR, IF GREATER, ONE HUNDRED DOLLARS (US$100).

THE LIMITATION OF LIABILITY SET FORTH IN THIS SECTION 17 DOES NOT APPLY TO LIABILITIES THAT CANNOT BE LIMITED BY LAW, INCLUDING, WITHOUT LIMITATION, LIABILITY FOR PHYSICAL INJURY (INCLUDING DEATH) DIRECTLY CAUSED BY A PARTY, OR LIABILITIES ARISING OUT OF THE GROSS NEGLIGENCE, WILLFUL MISCONDUCT, FRAUD OR FRAUDULENT MISREPRESENTATION BY A PARTY. THE FOREGOING LIMITATIONS APPLY EVEN IF THE REMEDIES UNDER THIS AGREEMENT FAIL OF THEIR ESSENTIAL PURPOSE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES.  ACCORDINGLY, SOME OF THE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU.  HOWEVER, ANY EXCLUSION OR LIMITATION WILL BE CONSTRUED TO MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.

THE INDEMNITY, RELEASE, AND LIMITATION OF LIABILITY REPRESENT A MATERIAL INDUCEMENT FOR THE COMPANY TO PROVIDE THE SERVICES AT NO COST TO YOU.  IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THIS AGREEMENT, YOU MUST IMMEDIATELY DISCONTINUE USE OF THE SERVICES.

18.  INDEMNIFICATION

You agree to defend, indemnify, and hold Company and its Affiliates harmless from and against any and all claims and liabilities, including reasonable attorneys’ and experts’ fees, related to or arising from (a) any breach of your covenants under these Terms; (b) your use of the Services; (c) any defamatory, libelous or illegal material contained within User Content or your information and data; (d) any claim or contention that your Content, your information and data, or your use of any Third-Party Services infringes any third party’s patent, copyright or other intellectual property rights or violates any third party’s rights of privacy or publicity; (e) any unauthorized third party’s access through your Account; (f) any violation of  our AUP (see Section 9).  In the event of a claim under this section, Company shall be permitted to select legal counsel to provide a defense to such claim.  Company reserves the right, at its own expense, to participate in the defense of any matter otherwise subject to indemnification from you, but shall have no obligation to do so.  You shall not settle any such claim or liability without the prior written consent of Company, which shall not be unreasonably withheld.

19.  DISPUTE RESOLUTION AND ARBITRATION; CLASS ACTION WAIVER; WAIVER OF JURY TRIAL.

Please read this carefully, it affects your rights. This section apply solely to the extent applicable in your jurisdiction. 

(a)  Applicable Law.  These Terms and any dispute that may arise between you and Company shall be governed by and construed in accordance with the Federal Arbitration Act, applicable federal law and the laws of the State of New York, United States of America, excluding its rules regarding conflicts of law.  You agree that any claim or dispute you may have against Company must be resolved exclusively by a state or federal court located in New York, New York, except as otherwise agreed by the parties or as described in the Arbitration subsection below.  You agree to submit to the personal jurisdiction of these courts for the purpose of litigating all such claims or disputes. You hereby waive any and all rights to bring any claim or action related to any matters under these Terms in any forum beyond one (1) year after the first occurrence of the kind of act, event, condition or omission upon which the claim or action is based.

(b)  Dispute Resolution.  Before either party may seek arbitration as provided below, the party must first send to the other party a written notice of dispute (“Notice“) describing the nature and basis of the claim or dispute, and the requested relief.  After the Notice is received, you and Company may attempt to resolve the claim or dispute informally.  If you and Company do not resolve the claim or dispute within thirty (30) days after the Notice is received, either party may begin an arbitration proceeding as provided below.

(c)  Arbitration.  You agree that Company may elect to resolve the dispute in a cost-effective manner through binding arbitration (including non-appearance-based arbitration). Arbitration expressly excludes claims for injunctive or other equitable relief.  In the event Company elects arbitration, you hereby agree to move any claims to the exclusive jurisdiction of an arbitration procedure, which shall be initiated through the American Arbitration Association (“AAA”) if the User is located in the United Sates of America or Canada, or the International Chamber of Commerce if the User is located outside of the U.S.A or Canada, or another established alternative dispute resolution provider (collectively, “ADR”) chosen by Company.  The arbitration shall be conducted in accordance with the rules of arbitration of the applicable ADR.  The seat of the arbitration shall be New York, and it shall be conducted in the English language.  The costs of the arbitration, including the parties’ reasonable legal fees, shall in principle be borne by the unsuccessful party or parties. However, the arbitral tribunal may apportion such costs between the parties if it determines that apportionment is reasonable, considering the circumstances of the case.  The arbitration award shall be final and binding on the parties, and the parties undertake to carry out any award without delay.  Judgment upon the award may be entered by any court having jurisdiction of the award or having jurisdiction over the relevant party or its assets.    The parties agree that the arbitration shall be kept confidential. The existence of the arbitration, any non-public information provided in the arbitration, and any submissions, orders or awards made in the arbitration (together, the “Confidential Information”) shall not be disclosed to any non-party except the arbitrator(s), the applicable ADR, the parties, their counsel, experts, witnesses, accountants and auditors, insurers and reinsurers, and any other person necessary to the conduct of the arbitration. Notwithstanding the foregoing, a party may disclose Confidential Information to the extent that disclosure may be required to fulfil a legal duty, protect or pursue a legal right, or enforce or challenge an award in bona fide legal proceedings. This confidentiality provision survives termination of these Terms and of any arbitration brought pursuant to these Terms.  The arbitrator(s) may not award any punitive, exemplary, or consequential damages, nor may the arbitrator(s) apply any multiplier to any award of actual damages, except as may be required by statute. The arbitrator(s) shall have no authority to certify a class action; add any parties; vary or ignore the provisions of these Terms, and shall be bound by governing and applicable law.  The arbitrator(s) shall be willing to execute an oath of neutrality.  The arbitrator(s) shall render a written opinion setting forth all material facts and the basis of their decision within sixty (60) days of the conclusion of the arbitration proceeding. 

(d)  Waiver of Jury Trial.  YOU HEREBY WAIVE YOUR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY.  In the event any litigation should arise between you and Company in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.

(e)  Waiver of Class or Consolidated Actions.  ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THESE TERMS MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER USER. EACH PARTY WAIVES THE RIGHT TO LITIGATE IN COURT OR ARBITRATE ANY CLAIM OR DISPUTE AS A CLASS ACTION, EITHER AS A MEMBER OF A CLASS OR AS A REPRESENTATIVE.

20.  EXPORTS 

You understand and acknowledge that the software elements of the Materials may be subject to regulation by agencies of the U.S. Government, including the U.S. Department of Commerce, which prohibits export or diversion of software to certain countries and third parties.  You will not assist or participate in any such diversion or other violation of applicable U.S. laws and regulations.  You warrant that you will not license or otherwise permit anyone not approved to receive controlled commodities under applicable U.S. laws and regulations and that you will abide by such laws and regulations.

21.  CONSUMER NOTICE

Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: the Services are provided by Sola Security Inc., 66 W Flagler Street, Suite 900, PMB 11404, Miami, FL 33130.  If you have a question or complaint regarding the Services, please contact Company’s customer services at help.sola.security, Attention: Customer Service.  California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by post at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800) 326-2297 or TDD (916) 322-1700 or online at http://www.dca.ca.gov/online_services/complaints/consumer_complaint.shtml.

22.  ELECTRONIC COMMUNICATIONS

The communications between you and Company use electronic means, whether you visit the Site, send Company e-mails, or use the Services or whether Company posts notices on the Site or communicates with you via e-mail.  For contractual purposes, you (1) consent to receive communications from Company in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing.  The foregoing does not affect your statutory rights.  Where Company requires that you provide an e-mail address; you are responsible for providing Company with your most current e-mail address.  In the event that the last e-mail address you provided to Company is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Terms, Company’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice.  We are not responsible for any automatic filtering you or your network or e-mail provider may apply to communications we send to an e-mail address that you provide to us.

We may choose to communicate or interact with you through artificial intelligence-driven chat interfaces that provide automated responses to your inquiries (“AI Chatbot”). You acknowledge and agree that communications with the AI Chatbot are not considered legally binding on Company, our owners, affiliates, or any related entities. The responses generated by AI Chatbots are provided solely for convenience and may not accurately reflect the current policy, stance, or determinations of Company. Interactions with AI Chatbots should not be relied upon in making decisions regarding legal rights, obligations, or any other actions.  While we endeavor to provide accurate and helpful information through these AI Chatbots, you are advised that the definitive information pertaining to the Services, or to your relationship with us is contained in the official documentation provided elsewhere on the Services and through direct communication with Company’s authorized representatives. By using the AI Chatbot, you expressly agree and understand that Company is not liable for any inaccuracies or errors provided by the AI Chatbot, nor for any actions taken based on the information provided by the AI Chatbot. Should you require official assistance or wish to make any legally binding inquiry or action, please Contact Us directly as set forth in Section 24 below.

23.  GENERAL

These Terms together with our Privacy Policy and related notices, any separate Contract we may have executed directly with you, and any Additional Terms that we may make available from time to time through our internet properties, constitute the entire agreement between you and Company regarding your use of our Services and supersede and replace any prior written or oral agreements regarding the foregoing.  Our failure to exercise or enforce any right or provision in these Terms shall not operate as a waiver of such right or provision.  If any provision of the Terms is found to be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from the Terms and shall not affect the validity and enforceability of any remaining provisions.  Neither the rights nor obligations arising under these Terms are assignable by you.  Any such attempted assignment or transfer shall be void and without effect.  We may assign these Terms without restriction.  Company is an independent contractor; nothing in these Terms shall be construed to create a partnership, joint venture or agency relationship between the parties.  Headings, Section and subsection headings of these Terms are inserted for convenience only and shall not be deemed to constitute a part hereof nor to affect the meaning thereof.  Company shall not be responsible for any failure to perform due to unforeseen circumstances or to force majeure causes beyond its reasonable control, including but not limited to, acts of God; war, riot, embargoes, acts of civil or military authority, public health emergencies, pandemics, or terrorism; fire, flood, earthquakes, hurricanes, tropical storms or other natural disasters; fiber cuts; strikes, or shortages in transportation, facilities, fuel, energy, labor or materials; failure of the telecommunications or information services infrastructure; hacking, SPAM, or any failure of a computer, server or software for so long as such event continues to delay Company’s performance.

24.  CONTACT US

If you have any questions about these Terms or otherwise need to contact Company for any reason, you can reach us at Sola Security Inc, 66 W Flagler Street, Suite 900, PMB 11404, Miami, FL 33130, or by notifying us at help.sola.security. 

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