Terms of Use

Last Updated: November 12, 2020

Please read carefully before using this Pre-Production Environment.

A Terms of Use (“ToU” or “Terms”) is a statement of rules and a contract between the provider and users which a user must agree to abide by in order to use a service. This ToU was created and prepared by Myota, Inc. (“Myota”, the “Company”, “us”, “we”, or “our”). Please read this ToU carefully before using the Pre-Production Environment (“PPE”) (the PPE may be generally referred to as the “Sandbox” in the actual PPE). Myota has created two (2) PPEs, Pre-Production Environment 2 (“PPE2”), which is currently being used, and Pre-Production Environment 3 (“PPE3”) (collectively, PPE2 and PPE3, can be referred to as “PPE”). This ToU applies to both PPE2 and PPE3.

By using or accessing the PPE, you agree to this ToU, as updated from time to time by Myota. It is your responsibility to periodically review Myota’s ToU as no additional notification will be provided of any change. If we make changes to policies, guidelines or other terms referenced in or incorporated by this Statement, we will notify you. Your continued use of the PPE, following notice of the changes to our terms, policies or guidelines, constitutes your acceptance of our amended terms, policies or guidelines.

If you violate the letter or spirit of this ToU, or otherwise create a risk or possible legal exposure to Myota, or for any other reason that Myota, in its sole discretion deems necessary, Myota can stop providing all or part of the PPE to you. Myota will notify you by email or at the next time you attempt to access your account of any termination of Services.

Your access to and use of the PPE is conditioned upon your acceptance of and compliance with these Terms, and the specific terms laid out in the Terms and Conditions upon creating a user profile. These Terms apply to users and others who access or use the Services. By accessing or using the PPE, you agree to be bound by these Terms. IF YOU DISAGREE WITH ANY PART OF THESE TERMS, YOU MUST IMMEDIATELY DISCONTINUE ANY USE OF THE INFORMATION AND THE PPE.

Myota hereby incorporates by reference any additional terms, conditions and privacy statements to this ToU as if set forth fully herein.

 

I. Introduction:

Myota, Inc. (“Myota”) welcomes you to explore the PPE. Myota provides: (i) secure data storage; and (ii) monitoring and control of the stored data (the “Services”). The Services consist of two components: Myota Client and Myota Console. First, Myota Client, which is an application installed on an employee’s device(s) and enables a business organization to store data created by the employee with full encryption.  Myota Console is a web-based service that allows the business organization to control and monitor backend storages from its employees. The Myota Console is only used by the business organization’s designated administrator.

Should you have any comments on how we can make our services more valuable to you, or any other comments you may have, please let us know. Myota may use your feedback or suggestions without any obligation to compensate you for them.

The remainder of this ToU is intended to act as a contract between Myota and users and others who access or use the Services. The terms, restrictions, disclaimers, and other legal notifications will affect the way you use the Services.

II. License to Use the Services

We grant you a personal, limited, nonexclusive license for a maximum number of five (5) end users to access and use the Myota Services, its contents, or any part of them (individually and collectively, the “PPE Content”) for your use only. You may not access or use the Services except for these express purposes and as expressly allowed by these Terms of Use. Upon proper registration and opening of an account (see below), and subject to all of the terms and conditions of this ToU, Myota grants to you the specific, non-transferable right and license to access and use the Services by providing you a copy of these Terms displaying it on your internet browser for the purpose of using the Services and not for any personal or use on behalf of any third party. Any breach of these Terms shall result in the immediate revocation of the license granted in this paragraph without notice to you.

III. Privacy and Security

You acknowledge that you have read, understand and agree to Myota’s Privacy Notice, located  at https://myota.io/privacy-policy/. The Privacy Notice governs the collection, use and disclosure of your Personal Information. The Privacy Notice is hereby incorporated into and made part of these ToU by reference.

IV. The Services

The PPE is intended to provide secure data storage of unstructured data within the Myota Cloud Environment (the “Storage Environment”) and administrative control and management capabilities through the Myota Console application. The Myota User in the PPE can be either a business (a “Business User”), who will provide access to Myota Client to a maximum of five (5) employees (an “employee” or “End User”), or an individual subject matter expert (an “SME User”) that is testing the Services in either the PPE2 or PPE3.

V. Account Registration and Termination

When you register for the Myota Services, you must provide true, accurate, current and complete information (“Account Information”), and you agree to update the Account Information in order to ensure that it is current.

    1. Account Registration for Business User:
      In order to access and use the Services, a business can create an account (“Organization Account”) with Myota.  The designated administrator for an Organization Account (the “Admin”) will receive an email invitation from Myota, which the Admin will need to accept. The Admin will then log into the Myota dedicated Cloud Environment to register access to the Myota Console to manage and facilitate the deployment of Myota Client to employees within the Admin’s organization. For the purposes of the PPE, the Admin will only be able to deploy a maximum number of five (5) Myota Client to individual employees at the Admin’s organization. Those five (5) employees will receive an email from the Admin that would allow the employee to register and deploy Myota Client application on their desk/laptop and store their files in the Myota Cloud Environment. End Users cannot create an account or terminate/delete/cancel a user/device account/instance. Accounts are created at the enterprise level and controlled by the Admin.
    2. Account Registration for SME User:
      In order to access and use the Services as an SME User,  the SME User will receive an email from Myota that would allow the SME User to register and deploy Myota Client application on his/her desk/laptop and store his/her files in Myota Cloud Environment. In essence, for the SME User, Myota will act as the Admin for the purpose of deploying Myota Client.
    3. Eligibility:
      As an express condition of being permitted to open an account, you represent and warrant that you (i) have the legal capacity (including, without limitation, being of sufficient age) to enter into contracts under the law of the jurisdiction in which you reside, (ii) are not on a list of persons barred you from receiving services under U.S. laws (including, without limitation, the Denied Persons List and the Entity List issued by the U.S. Department of Commerce, Bureau of Industry and Security) or other applicable jurisdiction and (iii) are not a resident of Cuba, Iran, North Korea, Sudan or Syria.
    4. Passwords:
      Upon registration with Myota, you will be provided a temporary password to access your account. You are responsible for maintaining the confidentiality of your password and for all of your activities and those of any third party that occur through your account, whether or not authorized by you. You agree to immediately notify Myota of any suspected or actual unauthorized use of your Account or if any user’s credentials are compromised in any way. You agree that Myota will not under any circumstances be liable for any cost, loss, damages or expenses arising out of a failure by you to maintain the security of your password.
    5. Cancellation and Termination by You:
      You are solely responsible for properly canceling your Account. Termination of all the Services can only be done by the Admin or SME User upon thirty (30) days written notice to Myota. Only Myota can terminate the Services after receiving written notice from the Organization.
    6. Termination and Suspension by Myota:
      Myota may terminate an account and/or these Terms of Use at any time and for any reason upon notice to you. We may also suspend our Service to you at any time, with or without cause.
    7. Effect of Termination:
      Once an account is terminated, the Customer will no longer have access to the data files they stored in Myota.  These files can be retrieved by the user prior to the PPE account termination and/or the customer can maintain a full copy of each file on their local machine throughout the PPE trial.  Myota will be collecting performance-related analytical data (the “Analytical Data”) related to a user’s activities while using the Services. The Analytical Data is completely anonymized and does not contain any customer data or personal information. The Analytical Data is owned by Myota and will not be returned under any circumstances.

VI. Disclaimers:

Please note that the ToU does not create or implicate any relationship between Myota and any end user. The Services are intended to provide secure data storage to the Organization and SME User. The materials available on the Services may be changed, improved or updated without any notice. Myota is not responsible for any errors or omissions in the materials or content on the Services.

Myota is not responsible for any damages arising from, or associated with, the use or performance of the Services under any circumstances. At no time is Myota responsible for access to, or exfiltration of, sensitive information stored by the Organization as a result of the loss of compromise of login credentials. After Myota has created an account for the Organization, that Organization’s Admin is responsible to provide access and create the settings for the employee end user. Myota is not responsible for unauthorized access to an employee’s device or the data stored by the Services as a result of the account credentials of the Admin or users being compromised. It is the sole responsibility of the Admin to establish settings and control over the use of passwords, two-factor authentication, the frequency a password is changed, the use of single sign-on functionality, etc.

VII. No Representations or Warranties:

The Services are provided on an “as is” and “as available” basis. Myota, its partners, officers, directors, employees, or agents do not guarantee the accuracy, completeness, timeliness, or reliability of the information provided on the website.  None of the aforementioned parties warrant any of the following: (1) that the Services will be uninterrupted or error free; (2) that any specific information that is requested will be provided; and (3) that the Services, or any computer hosting the Services, are or will be free of computer viruses or other harmful particles.

By accessing and/or using the Services, you expressly agree to assume the entire risk as to the quality and/or performance of the Services. Myota makes no, and specifically disclaims, any and all representations or warranties, either express or implied regarding the Services. Furthermore, nothing contained herein shall be construed as providing, and the parties specifically disclaim, the implied warranties of merchantability and fitness for a particular purpose.  You agree and understand that you are fully and completely assuming the risk and are solely responsible for any damage to your computer system or loss of data that results from the download of any file when using the contents of the Services, any material contained therein and/or downloaded or otherwise obtained through the use of the Services.

VIII. Limitation on Liability and Indemnification:

      1. Indemnification:
        YOU AGREE TO DEFEND AND INDEMNIFY US FOR ANY CLAIMS RESULTING FROM OR RELATING IN ANY WAY TO YOUR BREACH OF ANY PROVISION OF THESE TERMS OF USE AND YOUR USE OF THE SERVICES.
      2. Disclaimer of Warranties:
        EXCEPT AS EXPRESSLY SET FORTH IMMEDIATELY IN THESE TERMS OF USE, WE PROVIDE THE SERVICES  “AS IS,” WITHOUT WARRANTY OF ANY KIND; AND TO THE MAXIMUM EXTENT ALLOWED BY LAW, WE DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY REGARDING THE PROVISION OF THE SITE AND ANY CONTENT ON IT—INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE ENTIRE RISK IN THE USE OF THE SITES RESTS WITH YOU. MYOTA SHALL NOT BE LIABLE OR RESPONSIBLE IN ANY WAY FOR ANY LOSSES OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OR RELIANCE ON ANY MATERIAL RELATED TO USE OF THE SERVICES. MYOTA MAKES NO REPRESENTATION OR WARRANTY THAT THE AVAILABILITY OF THE SERVICES OR THAT THE SERVICES WILL BE UNINTERRUPTED, OR THAT THE SERVICES WILL BE ERROR FREE OR THAT ALL ERRORS WILL BE CORRECTED.
      3. Limitation of Liability:
        TO THE MAXIMUM EXTENT ALLOWED BY LAW, YOU AGREE THAT MYOTA AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF PROFITS, DATA, USE, OR GOODWILL) RESULTING OR RELATING IN ANY WAY TO YOUR ACCESS OR USE OF (OR INABILITY TO ACCESS OR USE) THE SERVICES WHETHER BASED ON WARRANTY, CONTRACT, TORT/NEGLIGENCE, OR OTHER LEGAL THEORY—EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU. IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF MYOTA AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AND AGENTS UNDER SUCH CIRCUMSTANCES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100).

IX. Ownership and Copyright Notice:

Myota owns all of the Analytical Data, Myota name, logo, site design, code and artwork. The user owns its data.  By using any of the Services provided, you agree to allow Myota to use any information collected for Myota’s general business, promotional, advertising, or any other purpose which Myota deems appropriate.

Myota claims a copyright in all proprietary and copyrightable text, graphics and computer code on the Services, including, but not limited, to the design of the Services and the location and arrangement of all materials on the Services.  Myota also claims a copyright in all proprietary and copyrightable text, graphics and computer code associated with the Services. This claim includes and extends to logos, service marks, trademarks, trade names, and trade dress (whether registered or unregistered) that appear on the website or apps are proprietary to Myota and its owners.

You are not permitted or authorized to modify, change or alter any of the material(s) on the Services, nor are you permitted to incorporate any material(s) in whole or in part into another work.  You are further prohibited from removing any copyright notices, trademarks, trademark notices, or any other proprietary notices.  The use of any material(s) from the Service for a commercial purpose requires the express written permission of Myota.  You are welcome to request permission by email from Myota at support@myota.io.

X. Myota Rules of Conduct:

When using the Services, we ask that you will not:

        • Engage in performance or load testing without prior written approval by Myota;
        • Use Myota to do anything unlawful, misleading, malicious, or discriminatory;
        • Use Myota in any way that could disable, overburden, or impair the proper working or appearance of Myota, such as a denial of service attack or interference with page rendering or the functionality of the Services;
        • Use Myota in an inappropriate manner by using the website or its app to bully, intimidate or harass any user;
        • Collect users’ content or information, or otherwise access Myota, using automated means;
        • Facilitate or encourage any violations of this Statement or our policies;
        • Solicit “login” or “log-in” information or access an account belonging to another user; OR
        • Upload viruses or other malicious code.

 

XI. Links to Third-Party Resources:

To the extent that Myota provides resources that can be accessed with hypertext links from the Services that are not under the direct control of Myota, Myota is not responsible for the contents of those third-party resources.  These links are merely provided as a courtesy and convenience for our users and visitors. The use of a link on the Services does not imply any recommendation, approval or enforcement of third-party resources or their business by Myota.

XII. Additional Terms:

The Terms make up the entire agreement between the parties regarding Myota and supersedes any prior agreements. If any portion of the Terms are found to be unenforceable, the remaining portion(s) will remain in full force and effect. Failure to enforce any of the Terms will not be considered a waiver.  Any amendment to or waiver of the Terms must be made in writing and signed by us. You will not transfer any of your rights or obligations under this Statement to anyone else without our consent. All of our rights and obligations under this Statement are freely assignable by us in connection with a merger, acquisition, sale of assets, operation of law, or otherwise. Nothing in this ToU shall prevent us from complying with the law. This ToU does not confer any third-party beneficiary rights. We reserve all rights not expressly granted to you. You will comply with all applicable laws when using or accessing Myota.

XIII. Choice of Law:

This ToU will be governed by and construed under the laws of the Commonwealth of Pennsylvania, excluding only its conflict of law provisions. By using the Services, you hereby submit to the exclusive jurisdiction of the courts within the Commonwealth of Pennsylvania and waive any jurisdictional venue or inconvenient forum objections to such courts. You further agree to comply with any applicable federal, state and local laws in your use of the Services.

XIV. Copyright Issues:

If you have reason to believe that the Services infringe on your copyright, please contact support@myota.io.   Kindly include a description of the copyright to claim has been infringed.

XV. How to Contact Us:

If you have any questions regarding this Terms of Use please contact us at the information provided below.  We will keep a copy of your message until we have had an opportunity to address your concerns. We may archive your message for a certain period of time or discard it, but your email address will not be used for any other purpose.

Myota, Inc.
Attn: Sergey Slipenchuk
Re: Terms of Use
Address:
325 Sentry Parkway
Suite 200 | Blue Bell, PA 19422
Phone: (484) 583-5001
Email: info@myota.io