You agree that you will not, and will not attempt to: (a) impersonate any person or entity, or otherwise misrepresent your affiliation with a person, organization or entity; (b) use the Tool in violation of any applicable law; (c) reverse engineer, disassemble, decompile, or translate any software or other components of the Tool; (d) access the Tool for the purpose of building competing applications or service; (e) distribute viruses or other malware through the Tool; or (f) otherwise use the Tool in any manner that exceeds the usage right granted above.
You agree that your account information (the “Account Information”) that you provide to us, including during registration will be true, accurate, current, and complete. You may not transfer or share your Account password with anyone. You are responsible for maintaining the confidentiality of your Account password and for all activities that occur under your Account. Gurus reserves the right to take any action as it deems necessary or reasonable regarding the security of the Tool and your Account Information. In no event and under no circumstances will Gurus be held liable to you for any liabilities or damages resulting from or arising out of your use of the Tool, or your use or release of your Account Information to a third party.
Prerequisite to Access to the Tool
Gurus deploys efforts and resources to make the Tool available 24 hours a day, 7 days a week. However, there may be occasions when the Tool will not be accessible for maintenance work or due to reasons that are beyond Gurus’s control, such as failures or issues with third-party applications or services used by the Tool or in telecommunication networks outside of Gurus’s organization.
Gurus may, from time to time, modify, enhance, or update the Tool and you agree that Gurus will not be liable to you or anyone else if and when Gurus does so.
Intellectual Property Rights and Ownership
You understand and agree that the Tool and its entire content, features, and functionality, including, but not limited to, all information, software, code, text, displays, graphics, design, presentation, selection, and arrangement, are owned by Gurus, its licensors, or other providers of such material and are protected in all forms by intellectual property laws including without limitation, copyright, trademark, patent, trade secret, and any other proprietary rights.
Gurus’ name and all related names, logos, product and service names, designs, images, and slogans are trademarks of Gurus or its affiliates or licensors. You must not use such marks without the prior written permission of Gurus. Other names, logos, product and service names, designs, images, and slogans mentioned, or which appear on the Tool are the trademarks of their respective owners. Use of any such property, except as expressly authorized, shall constitute an infringement or violation of the rights of the property owner and may be a violation of laws and could subject the infringer to legal action.
You must not directly or indirectly reproduce, compile for an internal database, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material in the Tool, in any form or medium whatsoever except:
- your device and browser may temporarily store or cache copies of materials being accessed and viewed;
- as NetSuite’s platform is linked to the content of our Tool, you may take such actions as our Tool permit.
You must not delete or alter any copyright, trademark, or other proprietary rights notices from the Tool materials.
As between Gurus and you, you are the exclusive owner of all right, title and interest in and to the Client Data. “Client Data” means all data submitted by you (including such data originating from your NetSuite instance), stored, published, displayed, processed, transmitted or otherwise used or generated through the Tool.
You are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Client Data. You represent and warrant that you have obtained all rights, permissions, and consents necessary to use the Client Data with the Tool.
You hereby allow Gurus to host and store the Client Data and perform such acts with respect to the Client Data but solely as may be necessary for Gurus to provide the Tool to you. We are not authorized and we will not access or use the Client Data for any other purpose.
We may monitor your use of the Tool and use data related to your use in an aggregate and anonymous manner, including to compile statistical and performance information related to the provision and operation of the Tool or to support benchmarking or other similar current or future features of the Tool. You agree that Gurus may make such information publicly available, provided that such information does not incorporate any Client Data and/or identify you. Gurus is the owner and retains all intellectual property rights in such statistical and performance information.
Conditions of Access and Use
You are prohibited from attempting to circumvent and from violating the security of the Tool, including, without limitation: (a) accessing content and data that is not intended for end users; (b) attempting to breach or breaching the security and/or authentication measures; (c) restricting, disrupting or disabling service to users, hosts, servers, or networks; (d) illicitly reproducing TCP/IP packet headers; (e) using any robot, spider, or other automatic device, process, or means to access the Tool for any purpose, including monitoring or copying any of the material within the Tool; (f) introducing any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful; (g) attacking the Tool via a denial-of-service attack, distributed denial-of-service attack, flooding, mailbombing, or crashing; and (h) otherwise attempting to interfere with the proper working of the Tool.
Third-Party Technologies and Services
The Tool integrates and interoperates with third-party technologies (including, but not limited to, NetSuite and Google Cloud Platform (GCP) through application programming interfaces (APIs). As such, the availability of the Tool, or certain features and functions of the Tool, may be dependent on the corresponding availability of one or more such third-party technologies and, should they not be available, Gurus will not be held liable to you.
To the extent that Gurus requires authorizations, passwords or other user credentials to access your account on a third-party technology ("3rd Party Access Codes") to retrieve Client Data or to enable interoperability with the Tool, you will promptly provide such 3rd Party Access Codes. Gurus will not share, reassign, divulge or disclose any 3rd Party Access Codes except to Gurus employees or authorized contractors specifically engaged in the delivery of the Tool.
In the event of termination or expiration of the Subscription Period, Gurus will have no obligation to maintain or provide any Client Data and will thereafter, unless legally prohibited, delete all Client Data in its systems or otherwise in its possession or under its control.
Warranties; Disclaimer of Warranties
Gurus warrants that the Tool will substantially perform in accordance with its published specifications and agrees to deploy commercially reasonable efforts to remedy any such material non-performance diligently.
YOU UNDERSTAND AND AGREE THAT, EXCEPT FOR THE FOREGOING WARRANTY, YOUR USE OF THE TOOL, ITS CONTENT, AND ANY SERVICES OR IN-TOOL ITEMS FOUND OR STATUS ATTAINED THROUGH THE TOOL IS AT YOUR OWN RISK. THE TOOL, ITS CONTENT, AND ANY SERVICES OR IN-TOOL ITEMS FOUND OR STATUS ATTAINED THROUGH THE TOOL ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
NEITHER GURUS NOR ITS PARENT, SUBSIDIARIES, AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS MAKE ANY WARRANTY, REPRESENTATION, OR ENDORSEMENT WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, SUITABILITY, ACCURACY, CURRENCY, OR AVAILABILITY OF THE TOOL. WITHOUT LIMITING THE FOREGOING, NEITHER GURUS NOR ITS PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, SUPPLIERS, OR SUCCESSORS REPRESENT OR WARRANT THAT THE TOOL OR ANY RESULT OBTAINED THROUGH THE TOOL WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE TOOL OR THE INFRASTRUCTURE THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
Limitation on Liability
EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO CIRCUMSTANCE WILL GURUS NOR ITS PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, SUPPLIERS, OR SUCCESSORS BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, BREACH OF PRIVACY, OR OTHERWISE, EVEN IF GURUS WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, OR RELIANCE ON, THE TOOL, ANY LINKED APPLICATION OR SERVICE OR SUCH OTHER THIRD-PARTY APPLICATION OR SERVICE, NOR ANY CONTENT, MATERIALS, POSTING, OR INFORMATION THEREON EVEN IF GURUS WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW. IN NO EVENT WILL GURU’S LIABILITY UNDER THIS AGREEMENT EXCEED THE AGGREGATE FEES PAID IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
Modifications to the Terms
Governing Law and Choice of Forum
Reporting and Contact
This Tool is operated by Gurus Solutions Inc., at 101-9880 Clark Street, Montreal, Quebec H3L 2R3 Canada.
All other feedback, comments, requests for technical support, and other communications relating to the Tool should be directed to firstname.lastname@example.org.