CoCalc -- terms.tsx

GitHub Repository: sagemathinc/cocalc
Path: blob/master/src/packages/next/pages/policies/terms.tsx
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/*
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 *  This file is part of CoCalc: Copyright © 2021 Sagemath, Inc.
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 *  License: MS-RSL – see LICENSE.md for details
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 */
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import Footer from "components/landing/footer";
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import Header from "components/landing/header";
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import Head from "components/landing/head";
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import { Layout } from "antd";
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import withCustomize from "lib/with-customize";
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import { Customize } from "lib/customize";
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import A from "components/misc/A";
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import { MAX_WIDTH } from "lib/config";
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export default function TermsOfService({ customize }) {
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  return (
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    <Customize value={customize}>
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      <Head title="Terms of Service" />
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      <Layout>
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        <Header page="policies" subPage="terms" />
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        <Layout.Content
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          style={{
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            backgroundColor: "white",
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          }}
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        >
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          <div
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            style={{
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              maxWidth: MAX_WIDTH,
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              margin: "15px auto",
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              padding: "15px",
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              backgroundColor: "white",
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            }}
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          >
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            <div style={{ textAlign: "center", color: "#444" }}>
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              <h1 style={{ fontSize: "28pt" }}>CoCalc - Terms of Service</h1>
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              <h2>Last Updated: January 27, 2025</h2>
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            </div>
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            <div style={{ fontSize: "12pt" }}>
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              <p>
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                Welcome to the SageMath, Inc. ("<b>SMI</b>") website located at{" "}
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                <A href="https://cocalc.com">https://cocalc.com</A> (the "
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                <b>Site</b>"). Please read these Terms of Service (the "
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                <b>Terms</b>") carefully because they govern your use of our
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                Site and services accessible via our Site. To make these Terms
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                easier to read, the Site and our services are collectively
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                called the "<b>Services</b>".{" "}
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              </p>
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              <h1>Agreement to Terms</h1>
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              <p>
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                By using our Services, you agree to be bound by these Terms. If
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                you don’t agree to these Terms, do not use the Services. If you
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                are accessing and using the Services on behalf of a company
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                (such as your employer) or other legal entity, you represent and
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                warrant that you have the authority to bind that company or
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                other legal entity to these Terms. In that case, "you" and
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                "your" will refer to that company or other legal entity.{" "}
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              </p>
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              <h1>Changes to Terms or Services</h1>
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              <p>
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                We may modify the Terms at any time, in our sole discretion. If
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                we do so, we’ll let you know either by posting the modified
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                Terms on the Site at{" "}
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                <A href="/policies/terms">https://cocalc.com/policies/terms</A>{" "}
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                or through other communications. You can track complete details
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                regarding every change{" "}
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                <A href="https://github.com/sagemathinc/cocalc/tree/master/src/packages/next/pages/policies">
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                  on GitHub
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                </A>
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                . It’s important that you review the Terms whenever we modify
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                them because if you continue to use the Services after we have
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                posted modified Terms on the Site, you are indicating to us that
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                you agree to be bound by the modified Terms. If you don’t agree
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                to be bound by the modified Terms, then you may not use the
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                Services anymore. Because our Services are evolving over time we
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                may change or discontinue all or any part of the Services, at
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                any time and without notice, at our sole discretion.{" "}
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              </p>
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              <h1>Who May Use the Services</h1>
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              <h2>Eligibility</h2>
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              <p>
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                You may use the Services only if you are 13 years (16, if you
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                are an EU citizen) or older and are not barred from using the
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                Services under applicable law.{" "}
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              </p>
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              <h2>Registration and Your Information</h2>
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              <p>
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                If you want to use certain features of the Services you’ll have
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                to create an account ("<b>Account</b>"). You can do this via the
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                Site. You must provide a name, email address, and any other
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                information requested in order to complete the signup process
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                and register your Account. You’re responsible for all activities
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                that occur under your Account, whether or not you know about
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                them. (Note: before September 2020, this paragraph was
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                significantly more restrictive and we relaxed it to better
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                support student privacy requirements.){" "}
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              </p>
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              <h1>Using the Services</h1>
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              <h2>Projects and Files</h2>
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              <p>
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                The Services offer a web-based environment through which users
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                can use SageMath and other open source math software online in
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                connection with mathematical research and teaching and the
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                performance of computational mathematics. Through their
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                Accounts, users can create multiple projects ("<b>Project</b>"),
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                each of which acts as a virtual computer with a file system with
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                multiple directories, inside of which a user can create and edit
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                any number of files of any type (such as Latex documents,
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                Jupyter notebooks, and many others) as well as write, compile,
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                and run software code in various programming languages (such
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                files and code collectively, "<b>Files</b>"). You’ll be able to
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                share your Files with other users of the Services, as well as
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                enable them to contribute to and build upon them and share them
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                as well. When you create Files, you can, if you choose, specify
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                the terms and conditions that govern other users’ use of your
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                Files (e.g. a specific software or creative commons license) ("
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                <b>File License</b>"). Similarly, if you download, access or use
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                another user’s Files through the Services, you agree that you
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                will use such Files strictly in accordance with the File License
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                terms associated with that File (if any), as indicated through
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                the Services. If you don’t agree with the terms of a File
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                License, then you may not use the applicable Files.{" "}
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              </p>
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              <h2>Collaborators</h2>
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              <p>
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                You can elect to share your Files (which comprise User Content
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                (defined below)) with one or more Account holders of your
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                choosing (each, a "<b>Collaborator</b>", and collectively, a "
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                <b>Collaborator Team</b>"). By doing so, you are authorizing
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                each Account holder member of such Collaborator Team to use such
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                Files in accordance with the applicable File License you’ve
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                specified for such Files through the Services. If you haven’t
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                specified an applicable File License, then you authorize SMI to
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                grant each Account holder member of such Collaborator Team a
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                non-exclusive, worldwide, non-transferable, sublicenseable (to
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                other Collaborators) license to copy, modify, create derivative
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                works based upon, and publicly display, your Files. Each
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                Collaborator can make your Files public, by Posting them (as
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                described below). Additionally, each Collaborator can elect to
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                share your Files with other Account holders. Such additional
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                Account holders will become part of the Collaborator Team, and
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                will have the same rights to access and use your Files as those
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                granted to Collaborators in this paragraph.{" "}
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              </p>
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              <h2>Posting</h2>
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              <p>
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                You may also make your Files available to a broader audience by
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                posting them through our Services (hereinafter, "<b>Posting</b>
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                ") to the general public. Keep in mind that, by Posting such
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                Files, you are (i) authorizing all Account holders and
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                non-Account holder users of the Services to access and use such
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                Files in accordance with the applicable File License you’ve
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                specified for such Files through the Services, or if no File
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                License is applicable; (ii) authorizing SMI to grant (a) Account
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                holders a non-exclusive, worldwide, non-transferable license to
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                view, copy, and publicly display, your Files; and (b)
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                non-Account holder users of the Service a non-exclusive,
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                non-transferable license to view such Files.{" "}
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                <span className="uppercase">
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                  Once you POST TO THE GENERAL PUBLIC, you can LATER un-POST,
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                  but the licenses granted will remain in effect. You cannot
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                  revoke this license, so we encourage you to consider carefully
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                  before POSTING.{" "}
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                </span>{" "}
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              </p>
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              <h2>Commercial Use</h2>
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              <p>
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                In order to use the Services for commercial purposes, you must
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                obtain a business license or subscription.
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              </p>
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              <h1>API Terms</h1>
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              <p>
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                You may access your Account data via our application programming
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                interface ("<b>API</b>"). Your use of the API, including use
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                through a third party product that accesses the Services, is
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                subject to these Terms as well as the following specific terms:{" "}
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              </p>
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              <ul>
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                <li>
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                  You expressly understand and agree that SMI shall not be
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                  liable for any direct, indirect, incidental, special,
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                  consequential or exemplary damages, including but not limited
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                  to, damages for loss of profits, goodwill, use, data or other
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                  intangible losses (even if SMI has been advised of the
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                  possibility of such damages), resulting from your use of the
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                  API or third-party products that access data via the API.{" "}
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                </li>
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                <li>
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                  Abuse of or excessively frequent requests to the Services via
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                  the API may result in the temporary or permanent suspension of
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                  your access to the API. SMI, in its sole discretion, will
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                  determine abuse or excessive usage of the API. SMI will make a
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                  reasonable attempt via email to warn you prior to permanent
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                  suspension.{" "}
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                </li>
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                <li>
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                  SMI reserves the right at any time to modify or discontinue,
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                  temporarily or permanently, your access to the API (or any
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                  part thereof) with or without notice.{" "}
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                </li>
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                <li>
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                  Unauthorized access to the API is not allowed from third party
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                  software. You must create your own account and provision an
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                  API key in order to use the API.
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                </li>
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              </ul>
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              <h1>Payments and Refunds</h1>
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              <p>
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                Your use of the Services can be on a free trial or paid basis.
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                If you are using the Services pursuant to a paid plan (or you
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                upgrade from a free to a paid plan) you must provide SMI with
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                complete and accurate billing and contact information. You will
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                be billed immediately upon an upgrade from the free plan to any
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                paid plan. Paid plans may include free temporary trial periods.
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                All payments are done on a non-refundable basis except for
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                billing errors. All fees due hereunder in connection with the
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                Services are exclusive of all taxes, levies, or duties imposed
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                by taxing authorities, and you shall be responsible for payment
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                of all such taxes, levies, or duties, excluding only United
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                States (federal or state) taxes on SMI’s net income. You agree
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                to pay, and authorize SMI’s third party payment processor to
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                charge using your selected payment method, for all applicable
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                fees and taxes that may accrue in relation to your use of the
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                Services. Downgrading your plan may cause the loss of access to
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                Content, features, or capacity of your Account. SMI does not
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                accept any liability for such loss.
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              </p>
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              <h2>Licenses and Subscriptions</h2>
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              <p>
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                A license allows you to use the Services with configurable
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                resources. It may have either set start and end dates, or be an
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                automatically renewing subscription. For subscriptions where
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                payment is due on a monthly or annual basis, you will be billed
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                for the Services five (5) days in advance for the next period.
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                We may suspend or terminate the subscription Services if fees
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                are past due. There will be no refunds or credits for partial
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                months or years of service or refunds for months unused with an
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                open Account. The fees for your subscription to use the Services
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                are subject to change upon thirty (30) days’ notice from SMI.
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                Such notice may be provided at any time by posting the changes
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                to the Site or the Service itself.{" "}
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              </p>
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              <h2>CoCalc Credit and Pay-As-You-Go Services</h2>
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              <p>
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                Some Services, such as compute servers, may require you to put
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                CoCalc Credit on your Account before you can access them. CoCalc
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                Credit has no cash value and is given on a non-refundable basis.
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                It may be used, however, towards any of the Pay-As-You-Go
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                services or to purchase licenses and subscriptions.
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                Pay-As-You-Go services may be suspended or terminated
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                immediately, if your CoCalc credit balance becomes negative. The
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                fees for Pay-As-You-Go Services are subject to change without
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                any advance notice at any time by posting the changes to the
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                Site or the Service itself. Typically these changes mirror fee
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                changes by cloud providers that we utilize.
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              </p>
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              <h1>Feedback</h1>
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              <p>
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                We welcome feedback, comments and suggestions for improvements
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                to the Services ("<b>Feedback</b>"). You can submit Feedback by
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                emailing us at{" "}
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                <A href="mailto:[email protected]">[email protected]</A> or
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                using internal messaging system. You grant to us a
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                non-exclusive, worldwide, perpetual, irrevocable, fully-paid,
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                royalty-free, sublicensable and transferable license under any
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                and all intellectual property rights that you own or control to
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                use, copy, modify, create derivative works based upon and
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                otherwise exploit the Feedback for any purpose.{" "}
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              </p>
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              <h1>Privacy Policy</h1>
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              <p>
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                Please refer to our Privacy Policy (
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                <A href="/policies/privacy">
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                  https://cocalc.com/policies/privacy
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                </A>
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                ) for information on how we collect, use and disclose
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                information from our users.{" "}
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              </p>
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              <h1>Content and Content Rights</h1>
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              <p>
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                For purposes of these Terms: (i) "<b>Content</b>" means text,
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                graphics, images, software, works of authorship of any kind, and
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                information or other materials that are posted, generated,
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                provided or otherwise made available through the Services; and
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                (ii) "<b>User Content</b>" means any Content that Account
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                holders (including you) provide to be made available through the
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                Services (including without limitation, Files). Content includes
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                without limitation User Content.{" "}
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              </p>
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              <h1>Content Ownership and Responsibility</h1>
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              <p>
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                SMI does not claim any ownership rights in any User Content and
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                nothing in these Terms will be deemed to restrict any rights
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                that you may have to use and exploit your User Content. Subject
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                to the foregoing, SMI and its licensors exclusively own all
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                right, title and interest in and to the Services and Content,
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                including all associated intellectual property rights. You
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                acknowledge that the Services and Content are protected by
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                copyright, trademark, and other laws of the United States and
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                foreign countries. You agree not to remove, alter or obscure any
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                copyright, trademark, service mark or other proprietary rights
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                notices incorporated in or accompanying the Services or Content.{" "}
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              </p>
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              <h2>Rights in User Content Granted by You</h2>
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              <p>
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                By making any User Content available through Services: (i) you
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                hereby grant to SMI a non-exclusive, transferable,
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                sublicenseable, worldwide, royalty-free license to use, copy,
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                modify, create derivative works based upon, publicly display,
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                publicly perform and distribute your User Content in connection
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                with operating and providing the Services and Content; and (ii)
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                you hereby grant to Account holders and non-Account holder users
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                of the Services who are permitted access to your Files the right
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                to use your Files in accordance with the applicable File
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                Licenses you have indicated govern use of your Files (if any).{" "}
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              </p>
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              <p>
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                You are solely responsible for all your User Content. You
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                represent and warrant that you own all your User Content or you
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                have all rights that are necessary to grant us the license
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                rights in your User Content under these Terms. You also
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                represent and warrant that neither your User Content, nor your
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                use and provision of your User Content to be made available
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                through the Services, nor any use of your User Content by SMI on
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                or through the Services will infringe, misappropriate or violate
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                a third party’s intellectual property rights, or rights of
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                publicity or privacy, or result in the violation of any
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                applicable law or regulation.{" "}
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              </p>
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              <h2>Aggregate Data Usage</h2>
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              <p>
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                You acknowledge and agree that SMI may (i) collect anonymous
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                usage and performance data with respect to your use of the
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                Services, and the performance of the Services in connection with
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                your use; and (ii) analyze your User Content on an anonymous
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                aggregate basis, in each case for the purposes of measuring and
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                analyzing usage and performance of, and improving, testing and
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                providing, the Services and additional services. SMI will use
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                and disclose (and you hereby authorize SMI to use and disclose)
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                this data only in aggregate form (i.e., data aggregated from
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                various users’ use of the Services, but not specifically
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                identifying you).{" "}
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              </p>
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              <h2>Rights in Content Granted by SMI</h2>
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              <p>
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                Subject to your compliance with these Terms, SMI grants you, if
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                you are a non-Account holder user of the Services, a limited,
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                non-exclusive, non-transferable license to view any Content to
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                which you are permitted access solely in connection with your
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                permitted use of the Services.{" "}
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              </p>
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              <p>
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                Subject to your compliance with these Terms, SMI grants you, if
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                you are an Account holder, a limited, non-exclusive, worldwide,
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                non-transferable license to copy, modify, create derivative
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                works based upon, and publicly display the Content (excluding
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                any User Content) solely in connection with your permitted use
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                of the Services and solely in connection with your permitted use
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                of the Services.{" "}
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              </p>
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              <h1>General Prohibitions and SMI’s Enforcement Rights</h1>
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              <p> You agree not to do any of the following:</p>
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              <ul>
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                <li>
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                  Post, upload, publish, submit or transmit any Content that:
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                  (i) infringes, misappropriates or violates a third party’s
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                  patent, copyright, trademark, trade secret, moral rights or
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                  other intellectual property rights, or rights of publicity or
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                  privacy; (ii) violates, or encourages any conduct that would
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                  violate, any applicable law or regulation or would give rise
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                  to civil liability; (iii) is fraudulent, false, misleading or
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                  deceptive; (iv) is defamatory, obscene, pornographic, vulgar
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                  or offensive; (v) promotes discrimination, bigotry, racism,
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                  hatred, harassment or harm against any individual or group;
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                  (vi) is violent or threatening or promotes violence or actions
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                  that are threatening to any person or entity; or (vii)
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                  promotes illegal or harmful activities or substances.{" "}
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                </li>
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                <li>
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                  Use, display, mirror or frame the Services or any individual
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                  element within the Services, SMI’s name, any SMI trademark,
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                  logo or other proprietary information, or the layout and
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                  design of any page or form contained on a page, without SMI’s
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                  express written consent;{" "}
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                </li>
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                <li>
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                  Access, tamper with, or use non-public areas of the Services,
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                  SMI’s computer systems, or the technical delivery systems of
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                  SMI’s providers;{" "}
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                </li>
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                <li>
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                  Attempt to probe, scan or test the vulnerability of any SMI
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                  system or network or breach any security or authentication
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                  measures without SMI’s express written consent;{" "}
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                </li>
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                <li>
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                  Avoid, bypass, remove, deactivate, impair, descramble or
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                  otherwise circumvent any technological measure implemented by
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                  SMI or any of SMI’s providers or any other third party
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                  (including another user) to protect the Services or Content;{" "}
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                </li>
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                <li>
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                  Attempt to access or search the Services or Content or
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                  download Content from the Services through the use of any
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                  engine, software, tool, agent, device or mechanism (including
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                  spiders, robots, crawlers, data mining tools or the like)
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                  other than the software and/or search agents provided by SMI
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                  or other generally available third-party web browsers;{" "}
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                </li>
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                <li>
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                  Send any unsolicited or unauthorized advertising, promotional
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                  materials, email, junk mail, spam, chain letters or other form
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                  of solicitation;{" "}
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                </li>
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                <li>
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                  Use any meta tags or other hidden text or metadata utilizing a
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                  SMI trademark, logo URL or product name without SMI’s express
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                  written consent;{" "}
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                </li>
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                <li>
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                  Use the Services or Content, or any portion thereof, in any
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                  manner not permitted by these Terms;{" "}
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                </li>
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                <li>
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                  Forge any TCP/IP packet header or any part of the header
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                  information in any email or newsgroup posting, or in any way
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                  use the Services or Content to send altered, deceptive or
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                  false source-identifying information;{" "}
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                </li>
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                <li>
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                  Interfere with, or attempt to interfere with, the access of
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                  any user, host or network, including, without limitation,
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                  sending a virus, overloading, flooding, spamming, or
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                  mail-bombing the Services;{" "}
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                </li>
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                <li>
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                  Impersonate or misrepresent your affiliation with any person
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                  or entity;{" "}
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                </li>
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                <li>Violate any applicable law or regulation; or </li>
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                <li>
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                  Encourage or enable any other individual to do any of the
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                  foregoing.{" "}
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                </li>
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              </ul>
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              <p>
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                Although we’re not obligated to monitor access to or use of the
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                Services or Content or to review or edit any Content, we have
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                the right to do so for the purpose of operating the Services, to
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                ensure compliance with these Terms, and to comply with
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                applicable law or other legal requirements. We reserve the
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                right, but are not obligated, to remove or disable access to any
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                Content, at any time and without notice, including, but not
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                limited to, if we, at our sole discretion, consider any Content
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                to be objectionable or in violation of these Terms. We have the
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                right to investigate violations of these Terms or conduct that
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                affects the Services. We may also consult and cooperate with law
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                enforcement authorities to prosecute users who violate the law.
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                If your bandwidth usage in connection with your use of the
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                Services significantly exceeds the average bandwidth usage (as
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                determined solely by SMI) of our other users, we reserve the
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                right to immediately disable your Account or throttle your use
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                of the Services (including without limitation, file hosting)
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                until you can reduce your bandwidth consumption.{" "}
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              </p>
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              <h1>DMCA/Copyright Policy</h1>
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              <p>
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                SMI respects copyright law and expects its users to do the same.
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                It is SMI’s policy to terminate in appropriate circumstances
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                Account holders who repeatedly infringe the rights of copyright
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                holders. Please see SMI’<i>s</i> Copyright and IP Policy at{" "}
471
                <A href="/policies/copyright"> /policies/copyright </A> for
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                further information.{" "}
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              </p>
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              <h1>Links to Third Party Websites or Resources</h1>
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              <p>
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                The Services may contain links to third-party websites or
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                resources. We provide these links only as a convenience and are
478
                not responsible for the content, products or services on or
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                available from those websites or resources or links displayed on
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                such websites. You acknowledge sole responsibility for and
481
                assume all risk arising from, your use of any third-party
482
                websites or resources.{" "}
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              </p>
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              <h1>Termination</h1>
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              <p>
486
                We may terminate or suspend your access to and use of the
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                Services, at our sole discretion, at any time and without notice
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                to you. You may cancel your Account at any time by clicking on
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                the Account link in the global navigation bar at the top of the
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                screen through which you are accessing the Services. Upon any
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                termination, discontinuation or cancelation of Services or your
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                Account, the following provisions of these Terms will survive:
493
                Feedback; Privacy Policy; Content and Content Rights; Content
494
                Ownership and Responsibility (excluding Rights in Content
495
                granted by SMI); General Prohibitions and SMI’s Enforcement
496
                Rights; Indemnity; Limitation of Liability; Dispute Resolution;
497
                Governing Law and Jurisdiction; General Terms.{" "}
498
              </p>
499
              <h1>Warranty Disclaimers</h1>
500
              <p className="uppercase">
501
                The Services and Content are provided "AS IS," without warranty
502
                of any kind. Without limiting the foregoing, WE EXPLICITLY
503
                DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
504
                PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY
505
                WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
506
                WE MAKE NO WARRANTY THAT THE SERVICES OR CONTENT WILL MEET YOUR
507
                REQUIREMENTS OR EXPECTATIONS OR BE AVAILABLE ON AN
508
                UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY
509
                (I) REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS,
510
                COMPLETENESS OR RELIABILITY OF THE SERVICES OR ANY CONTENT; OR
511
                (II) THAT ANY CONTENT DOWNLOADED OR OTHERWISE ACCESSIBLE BY YOU
512
                THROUGH THE SERVICES WILL BE FREE FROM ANY VIRUSES, TROJAN
513
                HORSES, WORMS, OR OTHER COMPUTER PROGRAMMING DEVICES WHICH MAY
514
                DAMAGE A USER’S COMPUTER, SYSTEM OR DATA OR PREVENT THE USER
515
                FROM USING ITS COMPUTER, SYSTEM OR DATA. YOU KNOWINGLY AND
516
                FREELY ASSUME ALL RISK WHEN USING THE SERVICES AND THE CONTENT.{" "}
517
              </p>
518
              <p className="uppercase">
519
                THE CONTENT PROVIDED BY ACCOUNT HOLDERS AND THE USE OF CONTENT
520
                BY ACCOUNT HOLDERS AND NON-ACCOUNT HOLDER USERS IS ENTIRELY THE
521
                RESPONSIBILITY OF THE APPLICABLE ACCOUNT HOLDER OR NON-ACCOUNT
522
                HOLDER USER WHO PROVIDES OR USES THE CONTENT, AS APPLICABLE. WE
523
                DISCLAIM ALL LIABILITY IN CONNECTION WITH OR ARISING FROM (I)
524
                ANY ACTS, OMISSIONS OR NEGLIGENCE ON THE PART OF ACCOUNT
525
                HOLDERS; (II) ACCOUNT HOLDER’S OR NON-ACCOUNT HOLDER USERS’ USE
526
                OF THE USER CONTENT, INCLUDING NON-COMPLIANCE WITH FILE
527
                LICENSES; AND (III) ANY LOSS OR DAMAGE CAUSED, INCLUDING,
528
                DAMAGES TO PROPERTY, LOSS OF SERVICES OR OTHER DAMAGES OR HARM,
529
                WHETHER TO YOU OR TO THIRD PARTIES, WHICH MAY RESULT FROM YOUR
530
                USE OF THE SERVICES AND CONTENT. IN THE EVENT OF AN ACCOUNT
531
                HOLDERS’ OR NON-ACCOUNT HOLDER USERS’ NON-COMPLIANCE WITH YOUR
532
                FILE LICENSE, YOU AGREE THAT YOUR ONLY RECOURSE IS AGAINST THE
533
                APPLICABLE ACCOUNT HOLDER OR NON-ACCOUNT HOLDER USER WHO
534
                DOWNLOADS THE CONTENT.{" "}
535
              </p>
536
              <h1>Indemnity</h1>
537
              <p>
538
                You will indemnify and hold harmless SMI and its officers,
539
                directors, employees and agents, from and against any claims,
540
                disputes, demands, liabilities, damages, losses, and costs and
541
                expenses, including, without limitation, reasonable legal and
542
                accounting fees arising out of or in any way connected with (i)
543
                your access to or use of the Services or Content, (ii) your User
544
                Content, or (iii) your violation of these Terms (including
545
                without limitation your use of a File other than in accordance
546
                with the applicable File License and a breach by you of any
547
                representations or warranties in these Terms).{" "}
548
              </p>
549
              <h1>Limitation of Liability</h1>
550
              <p className="uppercase">
551
                NEITHER SMI NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING,
552
                OR DELIVERING THE SERVICES OR CONTENT WILL BE LIABLE FOR ANY
553
                INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES,
554
                INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE
555
                INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF
556
                SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE
557
                TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR
558
                CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING
559
                NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND
560
                WHETHER OR NOT CLIENT HAS BEEN INFORMED OF THE POSSIBILITY OF
561
                SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND
562
                TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
563
                <span>
564
                  {" "}
565
                  SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF
566
                  LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE
567
                  ABOVE LIMITATION MAY NOT APPLY TO YOU.{" "}
568
                </span>
569
              </p>
570
              <p className="uppercase">
571
                In no event will SMI's total liability arising out of or in
572
                connection with THESE TERMS OR FROM THE USE OF OR INABILITY TO
573
                USE the ServiceS or content EXCEED THE AMOUNTS YOU HAVE PAID TO
574
                SMI FOR USE OF THE SERVICES OR content OR ONE HUNDRED DOLLARS
575
                ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO SMI, AS
576
                APPLICABLE.{" "}
577
              </p>
578
              <p>
579
                THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE
580
                FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN CLIENT
581
                AND YOU.{" "}
582
              </p>
583
              <h1>Dispute Resolution</h1>
584
              <h2>Governing Law</h2>
585
              <p>
586
                These Terms and any action related thereto will be governed by
587
                the laws of the State of California without regard to its
588
                conflict of laws provisions.{" "}
589
              </p>
590
              <h2>Agreement to Arbitrate</h2>
591
              <p>
592
                You and SMI agree that any dispute, claim or controversy arising
593
                out of or relating to these Terms or the breach, termination,
594
                enforcement, interpretation or validity thereof or the use of
595
                the Services or Content (collectively, "<b>Disputes</b>") will
596
                be settled by binding arbitration, except that each party
597
                retains the right: (i) to bring an individual action in small
598
                claims court and (ii) to seek injunctive or other equitable
599
                relief in a court of competent jurisdiction to prevent the
600
                actual or threatened infringement, misappropriation or violation
601
                of a party’s copyrights, trademarks, trade secrets, patents or
602
                other intellectual property rights (the action described in the
603
                foregoing clause (ii), an "<b>IP Protection Action</b>"). The
604
                exclusive jurisdiction and venue of any IP Protection Action
605
                will be the state and federal courts located in the Northern
606
                District of California and each of the parties hereto waives any
607
                objection to jurisdiction and venue in such courts.{" "}
608
                <b>
609
                  You acknowledge and agree that you and SMI are each waiving
610
                  the right to a trial by jury or to participate as a plaintiff
611
                  or class member in any purported class action or
612
                  representative proceeding.
613
                </b>{" "}
614
                Further, unless both you and SMI otherwise agree in writing, the
615
                arbitrator may not consolidate more than one person's claims,
616
                and may not otherwise preside over any form of any class or
617
                representative proceeding. If this specific paragraph is held
618
                unenforceable, then the entirety of this "Dispute Resolution"
619
                section will be deemed void. Except as provided in the preceding
620
                sentence, this "Dispute Resolution" section will survive any
621
                termination of these Terms.{" "}
622
              </p>
623
              <h2>Arbitration Rules</h2>
624
              <p>
625
                The arbitration will be administered by the American Arbitration
626
                Association ("<b>AAA</b>") in accordance with the Commercial
627
                Arbitration Rules and the Supplementary Procedures for Consumer
628
                Related Disputes (the "<b>AAA Rules</b>") then in effect, except
629
                as modified by this "Dispute Resolution" section. (The AAA Rules
630
                are available at{" "}
631
                <A href="http://www.adr.org/arb_med">www.adr.org/arb_med</A> or
632
                by calling the AAA at 1-800-778-7879.) The Federal Arbitration
633
                Act will govern the interpretation and enforcement of this
634
                Section.{" "}
635
              </p>
636
              <h2>Arbitration Process</h2>
637
              <p>
638
                A party who desires to initiate arbitration must provide the
639
                other party with a written Demand for Arbitration as specified
640
                in the AAA Rules. (The AAA provides a form Demand for
641
                Arbitration at{" "}
642
                <A href="http://www.adr.org/aaa/ShowPDF?doc=ADRSTG_015820">
643
                  {" "}
644
                  http://www.adr.org/aaa/ShowPDF?doc=ADRSTG_015820
645
                </A>{" "}
646
                and a separate form for California residents at{" "}
647
                <A href="http://www.adr.org/aaa/ShowPDF?doc=ADRSTG_015822">
648
                  {" "}
649
                  http://www.adr.org/aaa/ShowPDF?doc=ADRSTG_015822
650
                </A>
651
                ) The arbitrator will be either a retired judge or an attorney
652
                licensed to practice law and will be selected by the parties
653
                from the AAA’s roster of arbitrators. If the parties are unable
654
                to agree upon an arbitrator within seven (7) days of delivery of
655
                the Demand for Arbitration, then the AAA will appoint the
656
                arbitrator in accordance with the AAA Rules.{" "}
657
              </p>
658
              <h2>Arbitration Location and Procedure</h2>
659
              <p>
660
                Unless you and SMI otherwise agree, the arbitration will be
661
                conducted in the county where you reside. If your claim does not
662
                exceed $10,000, then the arbitration will be conducted solely on
663
                the basis of the documents that you and SMI submit to the
664
                arbitrator, unless you request a hearing or the arbitrator
665
                determines that a hearing is necessary. If your claim exceeds
666
                $10,000, your right to a hearing will be determined by the AAA
667
                Rules. Subject to the AAA Rules, the arbitrator will have the
668
                discretion to direct a reasonable exchange of information by the
669
                parties, consistent with the expedited nature of the
670
                arbitration.{" "}
671
              </p>
672
              <h2>Arbitrator’s Decision</h2>
673
              <p>
674
                The arbitrator will render an award within the time frame
675
                specified in the AAA Rules. The arbitrator’s decision will
676
                include the essential findings and conclusions upon which the
677
                arbitrator based the award. Judgment on the arbitration award
678
                may be entered in any court having jurisdiction thereof. The
679
                arbitrator’s award of damages must be consistent with the terms
680
                of the "Limitation of Liability" section above as to the types
681
                and amounts of damages for which a party may be held liable. The
682
                arbitrator may award declaratory or injunctive relief only in
683
                favor of the claimant and only to the extent necessary to
684
                provide relief warranted by the claimant’s individual claim. If
685
                you prevail in arbitration you will be entitled to an award of
686
                attorneys’ fees and expenses, to the extent provided under
687
                applicable law. SMI will not seek, and hereby waives all rights
688
                it may have under applicable law to recover, attorneys’ fees and
689
                expenses if it prevails in arbitration.{" "}
690
              </p>
691
              <h2>Fees</h2>
692
              <p>
693
                Your responsibility to pay any AAA filing, administrative and
694
                arbitrator fees will be solely as set forth in the AAA Rules.
695
                However, if your claim for damages does not exceed $75,000, SMI
696
                will pay all such fees unless the arbitrator finds that either
697
                the substance of your claim or the relief sought in your Demand
698
                for Arbitration was frivolous or was brought for an improper
699
                purpose (as measured by the standards set forth in Federal Rule
700
                of Civil Procedure 11(b)).{" "}
701
              </p>
702
              <h2>Changes</h2>
703
              <p>
704
                Notwithstanding the provisions of the "Modification" section
705
                above, if SMI changes this "Dispute Resolution" section after
706
                the date you first accepted these Terms (or accepted any
707
                subsequent changes to these Terms), you may reject any such
708
                change by sending us written notice (including by email to
709
                www.client.com) within 30 days of the date such change became
710
                effective, as indicated in the "Last Updated" date above or in
711
                the date of SMI’s email to you notifying you of such change. By
712
                rejecting any change, you are agreeing that you will arbitrate
713
                any Dispute between you and SMI in accordance with the
714
                provisions of this "Dispute Resolution" section as of the date
715
                you first accepted these Terms (or accepted any subsequent
716
                changes to these Terms).{" "}
717
              </p>
718
              <h2>
719
                <b>General Terms</b>
720
              </h2>
721
              <p>
722
                These Terms constitute the entire and exclusive understanding
723
                and agreement between SMI and you regarding the Services and
724
                Content, and these Terms supersede and replace any and all prior
725
                oral or written understandings or agreements between SMI and you
726
                regarding the Services and Content. If for any reason a court of
727
                competent jurisdiction finds any provision of these Terms
728
                invalid or unenforceable, that provision will be enforced to the
729
                maximum extent permissible and the other provisions of these
730
                Terms will remain in full force and effect.{" "}
731
              </p>
732
              <p>
733
                You may not assign or transfer these Terms, by operation of law
734
                or otherwise, without SMI’s prior written consent. Any attempt
735
                by you to assign or transfer these Terms, without such consent,
736
                will be null. SMI may freely assign or transfer these Terms
737
                without restriction. Subject to the foregoing, these Terms will
738
                bind and inure to the benefit of the parties, their successors
739
                and permitted assigns.{" "}
740
              </p>
741
              <p>
742
                Any notices or other communications provided by SMI under these
743
                Terms, including those regarding modifications to these Terms,
744
                will be given: (i) via email; or (ii) by posting to the
745
                Services. For notices made by e-mail, the date of receipt will
746
                be deemed the date on which such notice is transmitted.{" "}
747
              </p>
748
              <p>
749
                SMI’s failure to enforce any right or provision of these Terms
750
                will not be considered a waiver of such right or provision. The
751
                waiver of any such right or provision will be effective only if
752
                in writing and signed by a duly authorized representative of
753
                SMI. Except as expressly set forth in these Terms, the exercise
754
                by either party of any of its remedies under these Terms will be
755
                without prejudice to its other remedies under these Terms or
756
                otherwise.{" "}
757
              </p>
758
              <p>
759
                The look and feel of the Services is copyright ©2015 Sagemath,
760
                Inc. All rights reserved. You may only duplicate, copy, or reuse
761
                any portion of the HTML/CSS, Javascript, or visual design
762
                elements or concepts under the terms of the MICROSOFT REFERENCE
763
                SOURCE LICENSE (MS-RSL), as stated at{" "}
764
                <A href="https://github.com/sagemathinc/cocalc">
765
                  {" "}
766
                  https://github.com/sagemathinc/cocalc{" "}
767
                </A>
768
                .{" "}
769
              </p>
770
              <h1>Contact Information</h1>
771
              <p>
772
                If you have any questions about these Terms or the Services,
773
                please contact SMI at{" "}
774
                <A href="mailto:[email protected]">[email protected]</A>.
775
              </p>
776
            </div>
777
          </div>
778
          <Footer />
779
        </Layout.Content>{" "}
780
      </Layout>
781
    </Customize>
782
  );
783
}
784

785
export async function getServerSideProps(context) {
786
  return await withCustomize({ context });
787
}
788

789
Product

Resources

Company
