Terms of Use and Cancellation Policy

Welcome to Sierra Agility, the product management software owned by Artisan Software Consulting LLC., a company registered in Nevada, United States, located at 5729 North Whites Sands Rd, Reno, NV (a.k.a. ‘we’ or ‘us’ or ‘Artisan’). We are excited to have you as a user of our product and services. The following terms and conditions (collectively, these ‘Terms of Service’) apply to your use of Sierra Agility, including any applicable free trials, content, functionality, and services offered on or via Sierra Agility (the ‘Service’). We want to keep our relationship with you as lean and informal as possible. Still, please read the Terms of Service carefully before you start using Sierra Agility. By signing up for the Service and completing your registration, you accept and agree to be bound and abide by these Terms of Service. Should you disagree with any of the provisions herein, you must not use the Service, but please let us know at [email protected]. We’ll be happy to hear your comments and suggestions.

Changes to the Terms of Service and the Service

Sierra Agility reserves the right to update the Service and these Terms of Service occasionally, at our discretion and without notice. Nevertheless, this document is public on the Sierra Agility website (‘Website’), and you can track the changes for any new version. Your continued use of the Service after publishing the updated Terms of Service means that you accept and agree to the changes.

These Terms of Service were last updated on February 21st, 2023. They are effective between you and Sierra Agility as you accepted them (‘Effective Date’).

Accessing the Service, Security, and Privacy

We’re working hard on improving Sierra Agility, but we can’t guarantee that the Service will be up and running 24/7. We also reserve the right to suspend or restrict user access to some features, including system failure, maintenance, repair, or reasons beyond our control. In any case, we will not be liable if all or any part of the Service is unavailable at any time or for any period.

To access the Service, you must register by entering your email address and choosing a password as part of our security procedures. You must treat such information as confidential, not disclosing it to any third party. There is a password reset procedure in case you forget your password, but please notify us of any security breaches. We highly recommend choosing a strong password (e.g., ‘itslongWITHCAPSand99numbers!!’) and you log out from your account at the end of every session. We will not be responsible for any loss or disclosure of your data resulting from using the Service, including failing to secure your login credentials adequately.

It is a condition of your use of the Service that all the information you provide on the Service is correct, current, and complete. You may be asked to provide specific registration details or other information in the future. As is typical for online services, we reserve the right to disable any user account at any time in our sole discretion for any or no reason, including if, in our opinion, you have failed to comply with any provision of these Terms of Service.

You shall use the Service for your internal business purposes as contemplated by these Terms of Service and shall not: (i) tamper with the security of the Service or with the accounts of any of our other customers, (ii) log into a server or account that you are not authorized to access, (iii) attempt to probe, scan or test the vulnerability of the Service or to breach the security or authentication measures without proper authorization; (iv) render any part of the Service unusable; (v) lease, distribute, license, sell or otherwise commercially exploit the Service or make the Service available to a third party other than as contemplated in these Terms of Service; (vi) use the Service for timesharing or service bureau purposes or otherwise for the benefit of a third party; or (vii) provide to third parties any evaluation or Free Trial (as defined below) version of the Service without our prior written consent.

In addition, you agree to comply with all applicable laws and regulations in your use of the Service and that, in particular, you will not use the Services to communicate any message or material that (i) is libelous, harmful to minors, obscene or constitutes pornography; (ii) infringes the intellectual property rights of a third party or is otherwise unlawful; or (iii) would otherwise constitute or encourage conduct that could constitute a criminal offense under any applicable law or regulation.

We use SSL-encrypted browsing for all logged-in users, but we cannot guarantee that all use will be secure. We also do not ensure that the Service or any content provided on the Service is error-free.

We take the protection of your personal data very seriously. For information on how we use your personal data, please see our Privacy Policy.

Where, in providing the Service, Sierra Agility processes personal data on your behalf, this will be governed by our Data Protection Agreement. In agreeing to these Terms of Service, you also agree to the terms of our Data Protection Agreement.

Free Trial

Sierra Agility may make all or part of the Service available to you on a trial basis free of charge (‘Free Trial’). The Free Trial shall begin when you submit a registration to us and shall terminate on the earlier of (i) the Free Trial expiration date specified by us upon receiving your registration or (ii) the date you subscribe to a Sierra Agility Paid Service (as defined below). The Service is provided “as-is” and without warranty during the Free Trial. Your data you enter during the Free Trial will be permanently deleted within six months following the end of the Free Trial.

Purchase of the Sierra Agility Service

Suppose you agree to pay the fee to access one of the Sierra Agility subscriptions (‘Sierra Agility Paid Service’). In that case, the applicable nonrefundable fee will be charged by Sierra Agility to the company or other corporate entity designated by you following the payment method you have chosen for your purchase in advance, either as a one-off annual payment or every month, depending on your chosen subscription. If you are paying by credit card, by designating a card to be billed, you confirm that you are authorized to make such purchase and that you are the holder of such card (i.e., the card is issued in your name). All prices stated on the Website are inclusive of any applicable sales taxes and fees. Sierra Agility accepts a variety of different payment methods, so please check the Website for the best way for you to pay.

We will make the Service available during your Sierra Agility Paid Service subscription. You agree that your purchase of the Sierra Agility Paid Service is neither contingent upon the delivery of any future functionality or features nor dependent upon any oral or written public comments from us concerning future functionality or features.

You may give additional users access to the Service up to the permitted users specified in the applicable Sierra Agility Paid Service (‘Users’). The Users may include you and your employees, consultants, contractors, and agents. You must ensure that all Users comply with these Terms of Service and are responsible for such compliance. Suppose you exceed the number of Users your Sierra Agility Paid Service permits. In that case, you will be in breach of these Terms of Service, and we will have the right to terminate or suspend your access to the Service or pursue any other remedy available to us.

Prices

Sierra Agility may change the price for the Sierra Agility Paid Service occasionally. Regarding the Sierra Agility Paid Service, the adjusted price will take effect after the expiry of the then-current paid period (i.e., the term you have already paid for). Any price change will be communicated to you at least 30 days in advance so that you can elect not to renew if you do not wish to be bound by the changed price relating to your Sierra Agility Paid Service. In that case, you may terminate your Sierra Agility Paid Service subscription following the Section of these Terms of Service entitled “Term and Termination” below. Your continued use of the Sierra Agility Paid Service after communicating a price change to you constitutes an acceptance of the new price.

Automatic subscription renewal

Your Sierra Agility Paid Service subscription will automatically renew at the end of each subscription term unless you terminate your subscription before the end of such subscription term following the Section entitled “Term and Termination.” At the time of renewal, the payment method you have designated to be charged for the purchase of the Sierra Agility Paid Service will automatically be charged our then current fees for the applicable subscription.

Disclaimer of Warranties, Limitations of Liability, and Indemnification

Your use of the Service is at your sole risk. The Service is provided ‘as is’ and ‘as available.’ We disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose, and non-infringement. To the maximum extent permitted by law, we are not liable for damages, direct or consequential, resulting from your use of the Service. You agree to defend, indemnify and hold us harmless from any claims, losses, liability costs, and expenses (including but not limited to attorney’s fees) arising from your violation of any third-party’s rights to the extent that such violation occurs from your use of the Service. Because the Service is not error or bug-free, you agree that you will use it carefully and avoid using it in ways that might result in any loss of your or any third party’s property or information.

Nothing in this Agreement shall exclude either party’s liability for death or personal injury caused by its negligence or fraud or fraudulent misrepresentation.

Third-Party Websites and Providers

Our Service may contain links to third-party websites, products, or services that we do not own or control. We have no control over and assume no responsibility for any third-party website or service’s content, privacy policies, or practices.

Suppose you use our Service in conjunction with the applications or services of third parties. In that case, your use of such applications or services is subject to the terms and conditions specified by those third parties, and we assume no responsibility for your use of the same.

Term and Termination

These Terms of Service will become effective on the Effective Date and will remain effective until terminated by you or Sierra Agility. You may cancel your Sierra Agility Paid Service subscription anytime by visiting your subscription page. Termination shall have effect at the expiry of the subscription period you have already paid for (e.g., one month, one quarter, or a year). Sierra Agility will not refund any remaining portion of the subscription fees you have already paid for. Sierra Agility reserves the right to terminate these Terms of Service or suspend your Sierra Agility account at any time in case of unauthorized or suspected unauthorized use of the Service, whether in contravention of this Agreement or otherwise. Suppose Sierra Agility terminates these Terms of Service or suspends your Sierra Agility account for any of the reasons set out in this section, then to the maximum extent permitted by law. In that case, Sierra Agility shall have no liability or responsibility to you and will not refund any amounts you previously paid.

Confidentiality

You and Sierra Agility each agree to keep confidential information provided by the other party in connection with these Terms of Service and to protect such confidential information in the same manner as it protects its own confidential information. Neither you nor Sierra Agility will disclose or use any confidential information of the other party for any purpose outside the scope of these Terms of Service except with the disclosing party’s consent or as required by law.

Customer Data

You retain all rights, titles, and interests in and to all data (including personal data) that you upload to Sierra Agility or otherwise provide to Sierra Agility through your use of the Service. Our Standard Data Protection will apply when Sierra Agility is processing personal data on your behalf.

Intellectual property

Sierra Agility respects intellectual property rights and expects you to do the same. The Service and the content provided through Sierra Agility are the property of Sierra Agility or Sierra Agility’s licensors. They are protected by intellectual property rights (including but not limited to copyright). By registering to use the Service, we grant you a non-exclusive, non-transferable license to use the Service, and you acknowledge that, except for the rights granted hereunder, you do not have a right to use the Service (including but not limited to its content) in any manner not covered by these Terms of Service.

In particular, you shall not: (i) modify, translate, or create derivative works based on Sierra Agility or any element of the Service; (ii) create any link to Sierra Agility or frame or mirror any content contained or accessible from the Service, (iii) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code or underlying ideas or algorithms of Sierra Agility; (iv) or access the Service to (a) build a competitive product or service, or (b) copy any ideas, features, functions or graphics of the Service.

Furthermore, you must not infringe any third party’s intellectual property rights in using Sierra Agility or the Service. Further, you may not remove or alter any copyright, trademark, or other intellectual property notices contained on or provided through the Service.

Copyright infringement and take down

If you are a copyright holder who believes that any products, services, or content directly available via the Service infringe on copies of your work, please let us know. Under The Digital Millennium Copyright Act, 17 United States Code 512(c)(3), a notice of alleged copyright infringement should be sent to Sierra Agility’s designated copyright agent at the following address: Artisan Software Consulting, Attn: Legal Department, 5729 North White Sands Rd, Reno, NV 89511.

A notification of claimed copyright infringement must be addressed to Sierra Agility’s copyright agent listed above and include the following:

1. A physical or electronic signature of the owner (or person authorized to act on behalf of the owner) of the copyright that is allegedly infringed;
2. Specific identification of each copyrighted work claimed to have been infringed;
3. A description of where the material believed to be infringed is located on the Service (please be as detailed as possible and provide a URL to help us locate the material you are reporting);
4. Contact information for the complaining party, such as a complete name, address, telephone number, and email address;
5. A statement that the complaining party has a good faith belief that use of the work(s) in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
6. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right allegedly infringed.

Technology limitations and modifications

Sierra Agility will make reasonable efforts to keep the Service operational. However, certain technical difficulties or maintenance may, from time to time, result in temporary interruptions. Sierra Agility reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, functions and features of the Service with or without notice.

Assignment

Sierra Agility may assign this Agreement or any part of it without restrictions. You may not assign this Agreement or any part to any third party.

Entire agreement

These Terms of Service constitute all the terms and conditions agreed upon between you and Sierra Agility and supersede any prior agreements concerning the subject matter of these Terms of Service, whether written or oral. Any additional or different terms or conditions concerning the subject matter of these Terms of Service in any written or oral communication from you to Sierra Agility are void.

Severability

Should for any reason or to any extent any provision of these Terms of Service be held invalid or unenforceable, such invalidity or enforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of these Terms of Service and the application of that provision shall be enforced to the extent permitted by law.

Independent Contractors

You and Sierra Agility are independent contractors. These Terms of Service do not create a joint venture or partnership between you and Sierra Agility, and neither of us is, under these Terms of Service, authorized to act as an agent, employee, or representative of the other party.

Amendment and Waiver

Sierra Agility may revise these Terms of Service from time to time. Any waiver of any right or remedy under these Terms of Service by Sierra Agility must be in writing and signed by us. No delay in exercising any right or remedy shall operate as a waiver of such right or remedy or any other right or remedy. A waiver on one occasion shall not be construed as a waiver of any right or remedy on any future occasion.

Notices

Any notices under these Terms of Service shall be in writing and shall be deemed to have been delivered: (i) upon personal delivery; (ii) the fifth business day after mailing; or (iii) the third business day after sending by email. Notices to Sierra Agility shall be addressed as follows: Artisan Software Consulting LLC, Attn: Legal Department, 5729 North White Sands Rd, Reno, NV 89511

Arbitration

Mandatory arbitration; exceptions to mandatory arbitration, waiver of class action rights; limitations period; venue and choice of law

You and Sierra Agility agree that any dispute, claim, or controversy arising out of or relating in any way to the Service or your use thereof, including our Agreement, shall be determined by mandatory binding arbitration. This arbitration provision shall be governed by the laws of the state of Nevada and applies to all disputes, claims, and controversies arising out of or related to this Agreement between [Parties] (“Dispute”). This arbitration provision shall survive the termination of these Terms of Service and the termination of your subscription to a Sierra Agility Paid Service. Unless otherwise agreed, any Dispute must be resolved through mandatory binding arbitration. Accordingly, the Parties hereby agree as follows:

1. Arbitration. The Parties hereby agree to resolve any Dispute by binding arbitration before a single arbitrator or panel of three arbitrators (as selected per section 4 below) pursuant to the Federal Arbitration Act, 9 U.S.C. § 1 et seq., and the applicable rules of the American Arbitration Association (“AAA”). All aspects of the arbitration, including but not limited to the selection of the arbitrator(s), shall be conducted following the then-current AAA Rules. The Parties agree that all Disputes shall be finally resolved by binding arbitration, and they hereby waive their right to a jury trial or any other form of judicial review.
2. Initiation of Arbitration and Notice. A party wishing to initiate arbitration must provide written notice to the other Party or Parties, who shall respond as outlined in any applicable AAA Rules within thirty (30) days from receipt of the initiating notice.
3. Location, Administration, and Costs of Arbitration. The arbitration shall take place in the state of Nevada. The administrative costs and fees to the AAA, including any filing fees or deposits required by the AAA Rules, shall be borne equally by both Parties unless otherwise agreed upon in writing.
4. Restriction Against Class Action. YOU AND Sierra Agility AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A CLASS MEMBER OR IN ANY REPRESENTATIVE CAPACITY OR PROCEEDING. Further, the arbitrator shall not consolidate any other person’s claims with your claims and may not otherwise preside over any form of a multi-party or class proceeding. If this specific provision is unenforceable in any way, then the entirety of this arbitration section shall be null and void. The arbitrator may not award declaratory or injunctive relief.
5. Selection of Arbitrator(s). The Parties shall select an arbitrator under the applicable rules of AAA. If the Parties cannot agree on a single arbitrator, they shall choose three (3) arbitrators who will jointly determine the Dispute.
6. Finality of Award and Judgment. The award rendered by the arbitrator(s) shall be final and binding upon both Parties to this Agreement. Judgment upon any such award may be entered in any court having jurisdiction.
7. Confidentiality. The Parties agree to keep all evidence and information disclosed in the course of the arbitration confidential, except as may be necessary to compel enforcement of any award or judgment rendered by the arbitrator(s).
8. Severance and Waiver of Rights. Suppose a court of competent jurisdiction finds any provision of this Agreement invalid or unenforceable. In that case, such provision shall be severed, and the remaining provisions of this Agreement shall remain in full force and effect. The waiver by either Party of any breach or default hereunder shall not constitute a waiver of any subsequent breach or default.
9. Entire Agreement. This Agreement constitutes the entire agreement between the Parties concerning the subject matter hereof and supersedes all prior agreements, understandings, discussions, negotiations, and representations of any kind. This Agreement may not be modified, amended, or assigned without the written consent of both Parties.
10. Governing Law. This Agreement shall be governed by and construed following the laws of the State of Nevada, without regard to its choice of law principles.

English version prevails

If these Terms of Service are translated into other languages, and there is a discrepancy between the two language versions, the English language version shall prevail to the extent that such discrepancy is the result of an error in translation.