End User License Agreement

Last updated: 10/22/2021, Effective Date : 10/22/2021

Do not access or use the Solution until you have carefully read the following terms and conditions. By accepting this Agreement, by using or accessing the Solution, you agree to be legally bound by the terms and conditions of this Agreement.

  1. Definitions

“Agreement” means this End User License Agreement

"System" means the server node(s) on Google Cloud Platform on which you deploy the Solution.

"Solution" means the Fluid-Slurm-GCP virtual machine image.

"Support Services" means the support and maintenance services identified in Section 6.

“Incident” means an unplanned interruption of service or reduction in the quality of service directly attributable to the Solution.

“Vendor” is Fluid Numerics LLC

“You” and “Your” means the authority entering into this agreement with the Vendor. If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such an entity to these terms and conditions, in which case the terms "You" or "Your" shall refer to such entity.

  1. Usage

    1. Under this End User License Agreement (the "Agreement"), Fluid Numerics LLC (the "Vendor") grants to You a non-exclusive and non-transferable right to access and use the Solution strictly in accordance with the terms of this Agreement.

    2. You may access the Solution in any geographic region, supported by the reseller, subject to Your compliance with all applicable export laws and regulations.

    3. This Agreement is effective between You and Fluid Numerics LLC while you are using the Solution

  2. Reservation of Rights.

    1. Title, copyright, intellectual property rights and distribution rights of the Solution remain exclusively with the Vendor. Intellectual property rights include the look and feel of the Product. This Agreement constitutes a license for use only and is not in any way a transfer of ownership rights to the Product.

    2. The rights and obligations of this Agreement are personal rights granted to the Licensee only. The Licensee may not transfer or assign any of the rights or obligations granted under this Agreement to any other person or legal entity.

    3. The Vendor reserves the right to change the benefits available under the subscription at any time without any notice to You, such as the available or the Support Services detailed in Section 6.

  3. Limitation of Liability

    1. The Solution is provided by the Vendor and accepted by You "as is". The Vendor will not be liable for any general, special, incidental or consequential damages including, but not limited to, loss of production, loss of profits, loss of revenue, loss of data, or any other business or economic disadvantage suffered by You arising out of the use or failure to use the Solution.

    2. The Vendor makes no warranty expressed or implied regarding the fitness of the Product for a particular purpose or that the Product will be suitable or appropriate for the specific requirements of the Licensee.

  4. Warrants and Representations

    1. The Vendor warrants and represents that it is the copyright holder of the Solution.

    2. The Vendor warrants and represents that granting the right to access and use this Solution is not in violation of any other agreement, copyright or applicable statute.

  5. Support Services

    1. General Support Services

      1. Google Basic Support. You will receive automatic Services upgrades and Maintenance updates, support for billing inquiries, and access to documentation, white papers, online best practices guides, and community forums. You may order additional TSS from Google for an additional fee.

    2. Incident Reporting

      1. You are entitled to an unlimited number of Incident reports to the Vendor related to the Solution while you are actively using or accessing the Solution.

      2. The Vendor will acknowledge Your Incident report within five (5) business days

    3. Incident Response

      1. Incident response for Google Cloud and/or Vendor product is available as a technical support service detailed in Section 6.6 of this agreement

      2. Google Cloud Support is available according to the Technical Support Services Guidelines provided at https://cloud.google.com/terms/tssg

    4. Limitations

      1. Support services are restricted to deployment and configuration of the Solution on Google Cloud Platform.

      2. Support services are offered by the Vendor during the hours of 8AM-5PM Mountain Standard US Time.

    5. Support Requests

      1. The Vendor will acknowledge Your support request within five (5) business days and provide a path to resolution within five (5) business days.

      2. To obtain support, You are permitted and required to submit support requests by email to support@fluidnumerics.com.

    6. Technical Support Services

      1. You are not entitled to technical support services under this agreement

      2. Technical Support Services are only available through a Master Services Agreement with Vendor

      3. As described in Section 6.1 of the Google Marketplace Terms of Service, any technical support for Vendor Products will be provided by the applicable Vendor on terms agreed to between the Vendor and Customer.

  6. Acceptance

    1. All terms, conditions and obligations of this Agreement will be deemed to be accepted by You ("Acceptance") on deployment of the Solution.

  7. Notices

    1. All notices required or permitted to be given hereunder shall be in writing, shall make reference to this Agreement, and shall be delivered by hand, or dispatched by prepaid air courier or by registered or certified airmail, postage prepaid, addressed as follows:

Notices to Fluid Numerics LLC:

Fluid Numerics LLC

4949 Broadway, STE 116

Boulder, CO, 80304

Such notices shall be deemed served when received by addressee or, if delivery is not accomplished by reason of some fault of the addressee, when tendered for delivery.