RhoMobile RhoHub

RhoHub Subscription Agreement

BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE OR BY EXECUTING AN ORDER FORM THAT REFERENCES THIS AGREEMENT, YOU AGREE TO THE TERMS OF THIS AGREEMENT BETWEEN YOU AND RHOMOBILE, INC. (RHOMOBILE) AND YOU. 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 ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS "YOU" OR "YOUR" SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.

Definition of RhoHub

RhoHub includes hosted services provided by Rhomobile via www.rhohub.com for development and hosting of applications which run natively on smartphone devices. These Services include:

  • application generation
  • code (Ruby and HTML template) editing
  • building of executables
  • Over The Air (OTA) provisioning for automation of user downloads and installation
  • a mediating server (known as RhoSync) for synchronization of information to and from smartphones from application backends and databases
  • other services that may be added from over time

Collectively we refer to these Services as RhoHub.

Scope of Agreement

This RhoHub subscription agreement (“agreement”) governs your purchase and ongoing use of the Services and also governs any free trial of the Services that Rhomobile may provide to you. It also covers permitted uses and privacy policy.

Terms

1. License Grant. Subject to the terms and conditions of this Agreement, Rhomobile grants You a limited, non-transferable, non-sublicensable, non-exclusive license to use the Services as contemplated in the applicable documentation. You are not granted any rights or licenses in the Services other than those rights expressly granted in this Agreement.

2. Permitted Uses. Unless otherwise specified in the applicable order form, the Services are purchased as User subscriptions and may be accessed by no more than the specified number of Users. User subscriptions are for designated Users and cannot be shared or used by more than one User but may be reassigned to new Users replacing former Users who no longer require ongoing use of the Services. "Users" means individuals who are authorized by You to use the Services, for whom subscriptions to a Services have been purchased, and who have been supplied user identifications and passwords by You. You are responsible for insuring that all Users comply with the applicable terms of the Agreement. You shall use commercially reasonable efforts to prevent unauthorized access to or use of the Services, and notify Rhomobile promptly of any such unauthorized access or use. You shall use the Services only in accordance with the applicable documentation and applicable laws and government regulations. Availability and use of the Services may be subject to limitations, such as, for example, lack of availability due to system maintenance or other reasons within or not within our control, limits on disk storage space and on the number of calls You are permitted to make against the application programming interface.

a) Permitted information: RhoHub features the ability to synchronize information to and from a customer's backend applications or database. RhoHub caches this information at runtime on its servers to facilitate rapid access to this information from mobile devices. However, we do not guarantee or take extraordinary measures to protect the physical security of these servers, which are hosted beyond our control. For this reason, YOU MAY NOT DEVELOP OR HOST APPLICATIONS ON RHOHUB WHICH CONTAIN ANY OF THE FOLLOWING TYPES OF INFORMATION:

  • personal financial information including credit card numbers
  • personal medical information
  • social security numbers
  • business trade secrets
  • pornographic material
  • information or material that is either illegal to transmit or related to illegal activities

Rhomobile shall be the sole judge of whether the information violates any of these criteria. We may also decide at our discretion that other information is not appropriate for use on RhoHub and decide to terminate services.

3. Privacy of customer information. Rhomobile takes reasonable steps to safeguard a customer's data from being accessed or viewed by other Rhomobile customers or others in the outside world. In order to debug issues, Rhomobile may need to access customer information that has been cached on the RhoHub server. Rhomobile will never reveal that specific information to a third party. Rhomobile deletes all cached information on at least a weekly basis.

4. Guarantees of service. RhoHub does not provide any guarantee of service level, uptime, availability for either development or hosting. The RhoHub service may be unavailable and nonfunctional for extended periods of time. Rhomobile will make reasonable efforts, subject to the limitations of the third party hosting provider of the servers, to restore service. But no time period is guaranteed.

5. Ownership. Rhomobile and its licensors retain all title to and, except as expressly and unambiguously licensed herein, all rights and interest in (i) the Service, all copies and derivative works thereof (by whomever produced), (ii) additions, modifications, suggestions for improvements or additional features thereto arising during the term of this agreement and (iii) all copyright rights, patent rights, trade secret rights and all other intellectual property and proprietary rights anywhere in the world in the any of the foregoing. Between Rhomobile and You, You retain ownership of all of your data and any programs or information created using the Services. Rhomobile shall have a royalty-free, worldwide, transferable, sublicenseable, irrevocable, perpetual license to use or incorporate into the Services any suggestions, enhancement requests, recommendations or other feedback provided by You, including Users, relating to the operation of the Services.

6. Restrictions and Cooperation. You shall not (and shall not allow any third party to): (i) decompile, disassemble, or otherwise reverse engineer or attempt to reconstruct or discover any source code, or underlying ideas or algorithms of the Services (except to the extent expressly permitted under applicable law); (ii) make the Services available to anyone other than Users; (iii) modify, incorporate into or with other hardware or Services, or create a derivative work of any part of the Services; (iv) sell, resell, rent or lease the Services; or (v) disseminate performance information or analysis from any source relating to the Services. You agree to cooperate with Rhomobile and its licensors in connection with their efforts to protect their copyright and other legal rights in the Service.

7. Term and Termination. This Agreement commences on the date You accept it and continues until all User subscriptions granted in accordance with this Agreement have expired or been terminated. Rhomobile may terminate this Agreement at any time if You breach any terms of this Agreement.

8. Confidentiality. You acknowledge that the Services contain valuable trade secrets of Rhomobile and other information proprietary to Rhomobile and its licensors. You shall keep confidential such trade secrets and proprietary information, including without limitation all information concerning ideas and algorithms related to the Services.

9. Content. You shall be solely responsible for providing, verifying, updating, and uploading/downloading Your data to and from the Services. Your responsibility for your data shall extend to the accuracy, integrity and completeness of the data. ANY DATA YOU ENTER INTO THE SERVICES AND ANY PROGRAMS OR OTHER INFORMATION YOU CREATE WITH THE SERVICES MAY BE LOST. IT IS YOUR RESPONSIBILITY TO MAKE AND SAVE BACKUPS.

10. No Warranty. YOUR USE OF THE SERVICES IS AT YOUR OWN RISK. THE SERVICES MAY CONTAIN DEFECTS AND ERRORS. YOU ACKNOWLEDGE THAT THE SERVICES ARE PROVIDED BY RHOMOBILE AND ITS LICENSORS “AS IS” WITHOUT ANY WARRANTY OF ANY KIND INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NEITHER RHOMOBILE NOR ITS LICENSORS WARRANT THAT THE SERVICES ARE ERROR-FREE OR THAT IT WILL OPERATE WITHOUT INTERRUPTION. RHOMOBILE AND ITS LICENSORS DO NOT WARRANT, GUARANTEE OR MAKE ANY REPRESENTATION REGARDING THE USE, OR THE RESULTS OF THE USE OF THE SERVICES INCLUDING, WITHOUT LIMITATION, THE CORRECTNESS, ACCURACY OR RELIABILITY OF SUCH USE OR RESULTS.

11. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, RHOMOBILE AND ITS LICENSORS WILL NOT BE LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR (I) ANY AMOUNTS IN EXCESS IN THE AGGREGATE OF THE AMOUNTS YOU PAID FOR THE SERVICE; (II) ANY LOST DATA OR OTHER EXEMPLARY, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, LOSS OF DATA, OR ANY AND ALL LOST PROFITS, EVEN IF RHOMOBILE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (III) THE COST OF PROCURING SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY. THE LIMITATION OF LIABILITY SET FORTH IN THIS SECTION 9 SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

12. Indemnification by You. You shall defend Rhomobile against any claim made or brought against Rhomobile by a third party relating to Your use of the Services. and shall indemnify Rhomobile for any damages finally awarded against, and for reasonable attorney’s fees incurred by, Rhomobile in connection with any such claim; provided, that Rhomobile (a) promptly give You written notice of the claim; (b) give You sole control of the defense and settlement of the claim (provided that You may not settle any claim unless the settlement unconditionally release Us of all liability); and (c) provide to You all reasonable assistance, at our expense.

13. Transfer. You may not transfer this license to anyone without Rhomobile’s prior written authorization. This Agreement will automatically terminate in the event of any violation of this Agreement by You.

14. Miscellaneous. A party’s failure to exercise or its delay in exercising any rights hereunder will not be deemed to be a waiver of such right. If any provision of this Agreement shall be held by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement shall be construed pursuant to the laws of the State of California and the United States without regard to conflicts of laws provisions thereof and without regard to the United Nations Convention on Contracts for the International Sale of Goods. No amendment to or modification of this Agreement will be binding unless in writing and signed by a duly authorized officer of Rhomobile. This Agreement and any order form which references this Agreement constitute the entire agreement between the parties and supersedes all prior agreements, proposals or representations concerning its subject matter.