KAMAI.IO END USER SERVICE AGREEMENT
Last Updated: February 12, 2025
PLEASE READ THIS AGREEMENT CAREFULLY: THIS END USER SERVICE AGREEMENT ("AGREEMENT") IS A LEGAL CONTRACT BETWEEN YOU, WHETHER AN INDIVIDUAL OR ACTING ON BEHALF OF AN ENTITY ("CUSTOMER," "YOU," OR "YOUR"), AND KAMAI.IO ("KAMAI.IO," "WE," "OUR," OR "US"). THIS AGREEMENT OUTLINES THE TERMS GOVERNING YOUR ACCESS AND USE OF THE KAMAI.IO SERVICES ("SERVICES").
BY ACCESSING OR USING THE SERVICES, YOU AGREE TO COMPLY WITH AND BE LEGALLY BOUND BY ALL TERMS IN THIS AGREEMENT. IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST NOT ACCESS OR USE THE SERVICES.
1. ACCESS AND SUBSCRIPTION TO SERVICES
Kamai.io hereby provides Customer with a nonexclusive, nontransferable, limited subscription to access and utilize the Services as outlined explicitly in the Order Form. Customer must ensure it possesses all necessary hardware, software, and connectivity required to utilize the Services.
2. USERS AND ACCESS CONTROL
"Authorized Users" refers exclusively to individuals within Customer’s organization permitted to use the Services solely for internal business purposes. Customer agrees to enforce confidentiality and security protocols for Authorized Users’ login details.
3. CUSTOMER OBLIGATIONS AND USE RESTRICTIONS
Customer agrees not to, and shall not permit any Authorized User to:
Customer is responsible for ensuring compliance with all relevant laws applicable to its use of the Services.
4. PAYMENT CONDITIONS
Customer agrees to remit all subscription fees detailed in the Order Form promptly upon receipt of an invoice, unless otherwise stated in writing. Payments are non-refundable. Customer shall also pay any applicable taxes related to the Services, excluding those based on Kamai.io's income.
5. DURATION AND TERMINATION
This Agreement takes effect on the commencement date specified in the Order Form and automatically renews unless terminated by either party providing written notice. Either party may terminate due to material breach not rectified within 30 days (10 days for payment defaults) of written notice.
Upon termination, Customer's access immediately ceases, though Kamai.io may, at its sole discretion, provide temporary access for data retrieval purposes.
6. CUSTOMER CONTENT
Customer maintains all ownership rights to content uploaded or submitted to the Services ("Customer Content"). Customer grants Kamai.io a nonexclusive, worldwide, royalty-free license to use, modify, and distribute Customer Content only as necessary to provide and enhance the Services.
Customer warrants that Customer Content does not infringe third-party rights and complies with applicable laws. Kamai.io retains the right to remove content found in violation of these provisions or applicable law.
7. DATA HANDLING AND PRIVACY
Customer consents to the international transfer and processing of Customer Content as required to deliver the Services. Customer represents that all necessary consents and permissions for such processing have been secured. Kamai.io’s Privacy Policy (available at www.kamai.io) is incorporated by reference herein.
8. INTELLECTUAL PROPERTY RIGHTS
Kamai.io retains exclusive ownership of all intellectual property rights relating to the Services, including technology and any improvements or developments thereof. Customer owns Customer Content and any output derived from using the Services.
Kamai.io reserves the right to use anonymized, aggregated Customer Content to improve and enhance the Services.
9. WARRANTIES AND LIMITATIONS
Kamai.io warrants the Services will perform substantially in accordance with provided documentation under normal conditions. Except as expressly stated, Services are provided "as is" without any warranties, express or implied, including but not limited to merchantability, fitness for a particular purpose, or non-infringement.
Kamai.io disclaims responsibility for third-party content or services accessed via the Services. Customer acknowledges it must independently verify outputs and data generated by the Services.
10. LIABILITY LIMITATION
Kamai.io’s maximum liability under this Agreement shall not exceed fees paid by Customer during the twelve-month period preceding any claim. Kamai.io shall not be liable for indirect, special, incidental, consequential, or punitive damages resulting from or connected to the Services.
11. INDEMNIFICATION CLAUSE
Kamai.io agrees to indemnify Customer from third-party claims alleging intellectual property infringement by the Services, provided Customer remains compliant with this Agreement. Customer shall indemnify Kamai.io against claims related to Customer Content or misuse of the Services.
12. CONFIDENTIALITY AGREEMENT
Both parties shall maintain strict confidentiality of proprietary information received from the other party during the term of this Agreement, unless disclosure is legally mandated.
13. DISPUTE RESOLUTION AND NON-REFUND POLICY
The parties agree to initially attempt dispute resolution through good-faith negotiation. If a dispute remains unresolved after thirty (30) days, the parties acknowledge and agree that no refunds, repayments, or reimbursements shall be issued under any circumstances.
14. MISCELLANEOUS PROVISIONS
This Agreement constitutes the full and complete understanding between parties regarding the Services. Both parties act as independent contractors. Assignment of this Agreement requires prior written consent, except in the event of a merger or significant asset sale.
Neither party shall be liable for failures or delays in performing obligations due to causes beyond reasonable control.
BY USING OR ACCESSING THE SERVICES, CUSTOMER FULLY AGREES TO ALL TERMS OF THIS AGREEMENT.
