1. Acceptance of Terms
Welcome to CanopyMetrics. By accessing, browsing, or using our website, analytics dashboard, APIs, or mobile applications (collectively, the "Service"), you agree to be bound by these Terms of Service ("Terms") and our Privacy Policy. If you do not agree to these Terms, you must not use our Service.
These Terms constitute a legally binding agreement between you (personally and, if applicable, on behalf of the entity for which you are using the Service; collectively, "User" or "You") and CanopyMetrics Inc. ("CanopyMetrics", "we", "us", or "our").
You affirm that you are of legal age to enter into this agreement or, if you are not, that you have obtained parental or guardian consent to enter into these Terms.
2. Description of Service
CanopyMetrics provides a cloud-based business intelligence platform designed to "Visualize your data ecosystem in one central dashboard." Our Service transforms complex analytics into actionable insights, facilitating organic business growth through data clarity. The Service includes:
- Data aggregation from various third-party sources.
- Visual reporting tools and KPI tracking.
- Automated insight generation.
- Team collaboration features.
We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, including the availability of any feature, database, or content.
3. User Accounts and Security
To access certain features of the Service, you must register for an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.
Security Responsibilities: You are responsible for safeguarding your password and for all activities that occur under your account. You agree to notify CanopyMetrics immediately of any unauthorized use of your account or any other breach of security. CanopyMetrics cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
Account Sharing: Unless explicitly permitted by your subscription tier (e.g., Team or Enterprise plans), account sharing is prohibited. Each user must have a unique login.
4. User Conduct
You agree to use the Service only for lawful purposes and in accordance with these Terms. You agree not to use the Service:
- In any way that violates any applicable federal, state, local, or international law or regulation.
- To impersonate or attempt to impersonate CanopyMetrics, a CanopyMetrics employee, another user, or any other person or entity.
- To engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Service, or which, as determined by us, may harm CanopyMetrics or users of the Service or expose them to liability.
Additionally, you agree not to:
- Use any robot, spider, or other automatic device, process, or means to access the Service for any purpose, including monitoring or copying any of the material on the Service.
- Introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
- Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Service, the server on which the Service is stored, or any server, computer, or database connected to the Service.
5. Intellectual Property Rights
The Service and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by CanopyMetrics, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
License Grant: Subject to your compliance with these Terms, CanopyMetrics grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Service for your internal business purposes.
Trademarks: The name CanopyMetrics, the terms "Forest Dawn" design system, our logo, and all related names, logos, product and service names, designs, and slogans are trademarks of CanopyMetrics. You must not use such marks without the prior written permission of CanopyMetrics.
6. User Content and Data
Your Data: You retain all rights, title, and interest in and to the data, files, and information that you upload, import, or connect to the Service ("User Data"). CanopyMetrics claims no ownership over your User Data.
License to Your Data: By using the Service, you grant CanopyMetrics a worldwide, non-exclusive, royalty-free license to access, copy, distribute, perform, display, and process your User Data solely to the extent necessary to provide, maintain, and improve the Service. This includes the creation of aggregated and anonymized data sets for analytical purposes.
Data Privacy: Our use of your personal data is governed by our Privacy Policy. By using the Service, you consent to such processing.
7. Subscription and Payment
Fees: Some parts of the Service are billed on a subscription basis ("Subscription(s)"). You will be billed in advance on a recurring and periodic basis ("Billing Cycle"). Billing cycles are set either on a monthly or annual basis, depending on the type of subscription plan you select when purchasing a Subscription.
Payment Methods: A valid payment method, including credit card or PayPal, is required to process the payment for your Subscription. You shall provide CanopyMetrics with accurate and complete billing information. By submitting such payment information, you automatically authorize CanopyMetrics to charge all Subscription fees incurred through your account to any such payment instruments.
Changes: CanopyMetrics, in its sole discretion and at any time, may modify the Subscription fees. Any measure of Subscription fee change will become effective at the end of the then-current Billing Cycle.
8. Disclaimers
THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. CANOPYMETRICS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
CanopyMetrics makes no warranty that (i) the Service will meet your specific requirements, (ii) the Service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the Service will be accurate or reliable, or (iv) the quality of any products, services, information, or other material purchased or obtained by you through the Service will meet your expectations.
Analytics Disclaimer: The insights and visualizations provided by CanopyMetrics are for informational purposes only. We do not guarantee business growth or specific financial results based on the usage of our dashboard.
9. Limitation of Liability
IN NO EVENT SHALL CANOPYMETRICS, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (I) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (II) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE; (III) ANY CONTENT OBTAINED FROM THE SERVICE; AND (IV) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
IN NO EVENT SHALL CANOPYMETRICS' TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID CANOPYMETRICS IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).
10. Indemnification
You agree to defend, indemnify, and hold harmless CanopyMetrics, its licensee and licensors, and their employees, contractors, agents, officers, and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees), resulting from or arising out of a) your use and access of the Service, by you or any person using your account and password; b) a breach of these Terms, or c) Content posted on the Service.
11. Termination
We may terminate or suspend your account and bar access to the Service immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of the Terms.
If you wish to terminate your account, you may simply discontinue using the Service. Upon termination, your right to use the Service will immediately cease. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
12. Governing Law
These Terms shall be governed and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect.
13. Dispute Resolution
Arbitration: Any dispute, controversy or claim arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in Delaware before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures.
Class Action Waiver: YOU AND CANOPYMETRICS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
14. Changes to Terms
We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
By continuing to access or use our Service after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Service.