This Oracle Terms of Service (this “Agreement”) is between Oracle Nederland BV (“Oracle” “we,” “us,” or “our”) and the individual or legal entity that has accepted these terms (“You” or “Your”). This Agreement sets forth the terms and conditions that govern orders placed under this Agreement and applies to all use of the Oracle website and all services available through the website (“Services”).
Oracle has the sole discretion to change or replace any part of this Agreement. You are responsible for periodically checking this Agreement for any changes. Any new additions or enhancements to the Services are subject to this Agreement. You consent to any such changes by continuing to use the Services.
We reserve the right to terminate Your account if You violate any of the terms described below.
- You must be 13 years or older to use the Services.
- You must be a human. Accounts registered via automated methods are not permitted.
- You must provide your valid email address, and any other information requested in order to complete the signup process.
- Your login may only be used by one person - a single login shared by multiple people is not permitted.
- One person or legal entity may not maintain more than one free account
- You are responsible for maintaining the security of your account and password. You must notify us of any security breach as soon as possible. We cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
- You are responsible for all activity that occurs under Your account.
- If You choose to use the Services, You consent to the transfer and storage of any content and other profile information on servers located in the United States.
- You acknowledge that Oracle uses third party vendors and hosting partners to provide the hardware, software, networking, storage, and related technology required to run the Services.
- You must not transmit any worms or viruses or any content of a destructive nature in Your use of the Services
- You may not use the Services for any illegal or unauthorized purpose. You must not, in the use of the Services, violate any laws in Your jurisdiction (including but not limited to copyright or trademark laws).
- You are billed at the start of each billing cycle and the credit card we have on record for You is charged automatically. Payments are non-refundable, so there will be no refunds for any reason, such as canceling your account or downgrading Your plan. Any such changes to Your account will be effective on Your next billing cycle.
- One person or legal entity may not sign up for more than one free trial account. If You upgrade from the free trial to a paid plan, You will be billed immediately since Your monthly subscription cycle begins immediately after You upgrade.
- For any upgrade or downgrade in plan level, Your credit card will be automatically charged the new rate on Your next billing cycle.
- You may lose content or features if You downgrade Your Service. Oracle does not accept any liability for such loss.
Account termination or cancellation or termination
- You can cancel Your account at any time. All your content and profile information will be deleted from the Services immediately upon cancellation and cannot be recovered once it is deleted.
- If You cancel your account before the end of Your current billing cycle, You will not be charged after the end of the current billing cycle.
- Oracle has the right to suspend or terminate Your account with or without cause and with or without notice at any time. If Your account is terminated, all content and profile information will be immediately deleted and You will no longer have access to Your account. Oracle reserves the right to refuse service to anyone for any reason.
Changes to the Oracle service and plan prices
- Oracle reserves the right to modify or discontinue, temporarily or permanently, the Services with or without notice.
- Oracle has the right in its sole discretion to refuse or remove any content that is available through the Services.
- Prices and features of all plans are subject to change with 30 days notice from us. We can provide such a notice by posting changes to www.wercker.com or the Services.
- Wercker will not be liable to You or anyone for any modification, price change, suspension or discontinuance of the Services.
Copyright and content ownership
- You or Your licensors retain all ownership and intellectual property rights in and to Your content. We or our licensors retain all ownership and intellectual property rights in and to the Services, derivative works thereof, and anything developed or delivered by or on behalf of us under this Agreement.
- We will make Services available to You pursuant to this Agreement and Your order. Except as otherwise stated in this Agreement or Your order, You have the nonexclusive, worldwide, limited right to use the Services during the period defined in your order, unless earlier terminated in accordance with this Agreement or the order, solely for Your internal business operations. You may allow your users to use the Services for this purpose, and You are responsible for their compliance with this Agreement and Your order. You may not, and may not cause or permit others to: (a) use the Services to harass any person; cause damage or injury to any person or property; publish any material that is false, defamatory, harassing or obscene; violate privacy rights; promote bigotry, racism, hatred or harm; send unsolicited bulk e-mail, junk mail, spam or chain letters; infringe property rights; or otherwise violate applicable laws, ordinances or regulations; (b) perform or disclose any benchmarking, availability or performance testing of the Services; or (c) perform or disclose network discovery, port and service identification, vulnerability scanning, password cracking, remote access or penetration testing of the Services (the “Acceptable Use Policy”). In addition to other rights that we have in this Agreement and Your order, we have the right to take remedial action if the Acceptable Use Policy is violated, and such remedial action may include removing or disabling access to material that violates the policy. You grant us the right to host, use, process, display and transmit Your content to provide the Services pursuant to and in accordance with this Agreement and Your order. You have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of Your content, and for obtaining all rights related to Your content required by Oracle to perform the Services.
- You may not, and may not cause or permit others to: (a) modify, make derivative works of, disassemble, decompile, reverse engineer, reproduce, republish, download, or copy any part of the Services (including data structures or similar materials produced by programs); (b) access or use the Services to build or support, directly or indirectly, products or services competitive to Oracle; or (c) license, sell, transfer, assign, distribute, outsource, permit timesharing or service bureau use of, commercially exploit, or make available the Services to any third party except as permitted by this Agreement or Your order.
- The Service is provided on an "as is" and "as available" basis. WE DO NOT WARRANT THAT THE SERVICES WILL BE PERFORMED ERROR-FREE OR UNINTERRUPTED, THAT WE WILL CORRECT ALL SERVICES ERRORS, OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. WE ARE NOT RESPONSIBLE FOR ANY ISSUES RELATED TO THE PERFORMANCE, OPERATION OR SECURITY OF THE SERVICES THAT ARISE FROM YOUR CONTENT OR THIRD PARTY CONTENT OR SERVICES PROVIDED BY THIRD PARTIES. TO THE EXTENT NOT PROHIBITED BY LAW, THESE WARRANTIES ARE EXCLUSIVE AND THERE ARE NO OTHER EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS INCLUDING FOR SOFTWARE, HARDWARE, SYSTEMS, NETWORKS OR ENVIRONMENTS OR FOR MERCHANTABILITY, SATISFACTORY QUALITY AND FITNESS FOR A PARTICULAR PURPOSE.
- IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR ANY LOSS OF REVENUE, PROFITS (EXCLUDING FEES UNDER THIS AGREEMENT), SALES, DATA, DATA USE, GOODWILL, OR REPUTATION. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ORACLE AND OUR AFFILIATES ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL AMOUNTS ACTUALLY PAID FOR THE SERVICES UNDER THE ORDER GIVING RISE TO THE LIABILITY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY UNDER SUCH ORDER.
- By virtue of this Agreement, the parties may disclose to each other information that is confidential (“Confidential Information”). Confidential Information shall be limited to the terms and pricing under this Agreement and Your order, your content residing in the Services, and all information clearly identified as confidential at the time of disclosure. A party’s Confidential Information shall not include information that: (a) is or becomes a part of the public domain through no act or omission of the other party; (b) was in the other party’s lawful possession prior to the disclosure and had not been obtained by the other party either directly or indirectly from the disclosing party; (c) is lawfully disclosed to the other party by a third party without restriction on the disclosure; or (d) is independently developed by the other party. Each party agrees not to disclose the other party’s Confidential Information to any third party other than as set forth in the following sentence for a period of three years from the date of the disclosing party’s disclosure of the Confidential Information to the receiving party; however, we will protect the confidentiality of your content residing in the Services for as long as such information resides in the Services. Each party may disclose Confidential Information only to those employees, agents or subcontractors who are required to protect it against unauthorized disclosure in a manner no less protective than required under this Agreement, and each party may disclose the other party’s Confidential Information in any legal proceeding or to a governmental entity as required by law.
- If a third party makes a claim against either You or Oracle (“Recipient” which may refer to You or us depending upon which party received the Material), that any information, design, specification, instruction, software, service, data, hardware, or material (collectively, “Material”) furnished by either You or us (“Provider” which may refer to You or us depending on which party provided the Material) and used by the Recipient infringes the third party’s intellectual property rights, the Provider, at the Provider’s sole cost and expense, will defend the Recipient against the claim and indemnify the Recipient from the damages, liabilities, costs and expenses awarded by the court to the third party claiming infringement or the settlement agreed to by the Provider, if the Recipient does the following: a. notifies the Provider promptly in writing, not later than 30 days after the Recipient receives notice of the claim (or sooner if required by applicable law); b. gives the Provider sole control of the defense and any settlement negotiations; and c. gives the Provider the information, authority and assistance the Provider needs to defend against or settle the claim. If the Provider believes or it is determined that any of the Material may have violated a third party’s intellectual property rights, the Provider may choose to either modify the Material to be non-infringing (while substantially preserving its utility or functionality) or obtain a license to allow for continued use, or if these alternatives are not commercially reasonable, the Provider may end the license for, and require return of, the applicable Material and refund any unused, prepaid fees the Recipient may have paid to the other party for such Material. If such return materially affects our ability to meet obligations under the relevant order, then we may terminate the order. If such Material is third party technology and the terms of the third party license do not allow us to terminate the license, then we may end the Services associated with such Material and refund any unused, prepaid fees for such Services. The Provider will not indemnify the Recipient if the Recipient (a) alters the Material or uses it outside the scope of use identified in the Provider’s user or program documentation or Service Specifications, or (b) uses a version of the Material which has been superseded, if the infringement claim could have been avoided by using an unaltered current version of the Material which was made available to the Recipient. The Provider will not indemnify the Recipient to the extent that an infringement claim is based upon any Material not furnished by the Provider. We will not indemnify You to the extent that an infringement claim is based on third party content or any Material from a third party portal or other external source that is accessible or made available to You within or by the Services (e.g., a social media post from a third party blog or forum, a third party Web page accessed via a hyperlink, marketing data from third party data providers, etc.). This section provides the parties’ exclusive remedy for any infringement claims or damages.
- The failure of Wercker to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.
- This Agreement is governed by the substantive and procedural laws of the State of California and each party agrees to submit to the exclusive jurisdiction of, and venue in, the courts in San Francisco or Santa Clara counties in California in any dispute arising out of or relating to this Agreement. The Uniform Computer Information Transactions Act does not apply to this Agreement or to orders placed under it.
- You agree that this Agreement and the information which is incorporated into this Agreement by written reference (including reference to information contained in a URL or referenced policy), together with the applicable order, is the complete agreement for the Services ordered by You and supersedes all prior or contemporaneous agreements or representations, written or oral, regarding such Services. It is expressly agreed that the terms of this Agreement and any Oracle order shall supersede the terms in any purchase order, procurement internet portal, or other similar non-Oracle document and no terms included in any such purchase order, portal, or other non-Oracle document shall apply to the Services ordered. In the event of any inconsistencies between the terms of an order and the Agreement, the order shall take precedence.