This Overview is not a substitute for reading the Terms of Service. We provide this Overview to help answer frequently asked questions about our Terms of Service. Please note, however, that this Overview is qualified by the actual Terms of Service, which you should read in its entirety.
We will not...
- Share your data with marketers or advertisers.
- Contact your customers.
- Identify you to other Tint customers as the source of any data insights.
- Claim ownership of your data.
- Use your data to discover relevant data variables for you.
- Add the aggregated results we discover to our global database so that we can better serve you and other Tint customers.
- Pursue opportunities to enrich your data, including using third party services.
- Publish aggregated results for informational purposes, like this blog post.
- Protect data as described in our agreement.
You need to...
- Comply with all applicable laws.
- Comply with all of your commitments to third parties.
Tint Technologies Inc.
Terms of Service
Last updated: April 4, 2022
Tint Technologies Inc., a Delaware corporation (“Tint,” “Company,” “us,” or “we”) provides www.tint.ai and the other websites, our SaaS product, and related services (collectively, the “Service”) subject to your compliance with all the terms and conditions contained herein (these “Terms of Service” or this “Agreement”). Except as noted otherwise below, this Agreement is the entire Agreement between us.
Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms of Service. These Terms of Service apply to all visitors, users and others who access or use the Service. By accessing or using the Service, you agree to be bound by this Agreement.
You represent that you are over the age of 18. The Company does not permit those under 18 to use the Service.
1. Tint Service
1.1 Service Generally.
Client wishes to use the Tint Service in connection with its services and properties (the "Client Properties"). Tint will provide the Tint Service in accordance with the terms of this Agreement. Tint may provide Client application programming interfaces, SDKs and other technologies (collectively, the "APIs"). Through the APIs and Tint website, Client may submit data and information to the Tint Service as agreed by Client (collectively, the "Client Data"). Based on Tint’s analysis of the Client Data alone and in combination with other data in the Tint Service, Tint will provide Client with analytical results (the "Analytical Results").
1.2. Protection of Data.
As between the parties, Client owns the Client Data and Tint owns the Analytical Results. Tint will use Client Data only as described in this Agreement and will maintain appropriate administrative, technical, organizational and physical security measures to protect Client Data against unauthorized access, disclosure and loss. Tint will notify Client promptly of any suspected or actual breach of the security of Client’s account. Tint will not collect any data or information through the APIs or otherwise through any Client Properties, other than as agreed by Client. Tint will notify Client promptly in the event it becomes aware of any Breach. "Breach" means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Client Data.
Additional Use of Client Data.
Subject to the terms of this Section, Client agrees that Tint may use the Client Data for as long as reasonably necessary for the limited purpose of providing fraud detection and prevention services to third-party customers of the Tint Service, as determined by Tint in its reasonable discretion. In connection with such use, the Client Data will be aggregated with raw data from the other customers of the Tint Service. In addition, results provided to other third party customers of the Tint Service will not include any identifiers of Client as the source of any data.
Additional Use of Client Data.
Data Protection Agreement.
If the parties enter into any separate agreement or addendum concerning data protection, then such terms will be governed by this Agreement and, in the event of any conflict between such and this Agreement, this Agreement will control. In any event, Client acknowledges that Tint does not merely process data but controls the means and purpose of the data processing contemplated by this Agreement.
Deletion of Data.
Upon termination of this Agreement, Client may request deletion of the Client Data. Subject to the provisions of Section 1.2(b) (Additional Use of Client Data), Tint will perform such deletion within ninety days.
Subject to Client’s consent and any trademark usage guidelines provided by Client, Tint may use Client’s name and logo in any customer list promoting the Tint Service.
2. Additional Terms
Client will use the Tint Service (for clarity, including the Analytical Results) only: (a) for discovery of data from data vendors; (b) in accordance with the terms of this Agreement; and (c) in accordance with Tint’s reasonable instructions. Client will not engage in any activity that violates any contractual or other rights of any third parties or that disrupts the Tint Service, including circumvention of any access or use restrictions. Client will not transfer, resell, license or otherwise make the Tint Service available to third parties. For clarity, the foregoing limitation applies to the Analytics Results and any other information derived from use of the Tint Service, as well as the service itself. Client will be solely responsible for all use of the Tint Service under its account, including the acts and omissions of its users. Client will notify Tint immediately if Client becomes aware of any unauthorized use or other compromise of Client’s account.
In connection with its activities hereunder, Client will comply with all applicable laws, rules and regulations (collectively, "Applicable Laws") and any contractual or other obligation Client has to any third party. Client is solely responsible for ensuring that its use of the Tint Service does not violate the Applicable Laws of the jurisdictions in which Client does business.Client will not use the Tint Service for purposes not contemplated by this Agreement, such as background checks, decisions concerning the extension of credit or offer of employment to any individual or in any other way where such use may cause Tint to violate any Applicable Law. Client will ensure that the Client Data does not include any sensitive personal information, such as, full financial account information, full government identification numbers, health-related information or any other information that is deemed “sensitive” under applicable law.
3.1 Fees and Payment Terms.
Unless otherwise agreed in writing by the parties, Client will pay the fees further described at tint.ai/pricing as such may be modified by Tint from time to time (the "Fees"). All Fees, including any monthly minimum Fees paid by Client, are non-refundable. Minimum Fees paid may not be rolled into any future time period. Tint may charge interest on any unpaid amount due at the rate of one percent per month, or at the maximum rate permitted by law, whichever is lower, from the date such payment was due until the date it is paid. In the event Tint pursues collection of any overdue Fees payable hereunder, Client will reimburse all reasonable third party costs and fees incurred by Tint in connection with those collection
The Fees do not include any local, state, federal, VAT or other taxes, levies or duties of any nature. Client is responsible for paying any such taxes, excluding taxes based on Tint's income, payable by Tint without regard to the transactions contemplated by this Agreement. If applicable, Tint reserves the right to gross up any Fees, if any required withholding prevents Tint from receiving the full amount of the Fees.
"Confidential Information" means information provided to the receiving party ("Receiving Party") that is designated by the disclosing party ("Disclosing Party") as "confidential" or "proprietary" or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of the disclosure. "Confidential Information" does not include information that: (a) is or becomes generally known to the public through no fault of the Receiving Party; (b) is in the Receiving Party’s possession prior to receipt from the Disclosing Party; (c) is acquired by the Receiving Party from a third party without breach of a confidentiality obligation; or (d) is independently developed by Receiving Party without reference to the Disclosing Party’s Confidential Information. Client’s Confidential Information includes the Client Data. Tint’s Confidential Information includes the APIs, the Analytical Results and all documentation provided to Client hereunder.
4.2 Confidentiality Obligations.
Receiving Party will use Confidential Information solely as contemplated by this Agreement and will disclose such information only to its employees, agents, vendors, and contractors who are bound by obligations of confidentiality at least as strict as those contained in this Section. Receiving Party will use reasonable care to protect the Disclosing Party’s Confidential Information and to prevent unauthorized disclosure of Confidential Information. Confidential Information is and will remain the exclusive property of the Disclosing Party. Subject to the terms and conditions of this Agreement, Receiving Party will, upon written request, destroy all copies of the Disclosing Party’s Confidential Information that are in its possession or control.
4.3 Product Input.
Notwithstanding any provision in this Agreement to the contrary, Tint may use, develop and implement any information, suggestions, comments or other input provided by Client or any of its users (collectively, "Input") in connection with the development, operation, marketing and sale of the Tint Service, in its discretion and with no compensation to any person providing Input. Client represents that it has not, and will not, knowingly provide Input that is subject to any third party intellectual property rights.
Client will defend, indemnify and hold harmless Tint, its officers, directors and employees against any third party claim, demand, suit, investigation or proceeding relating to any violation or alleged violation of the terms of this Agreement.
EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THE TINT SERVICE AND ALL RELATED SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" AND ANY PROMISES CONTAINED IN THIS AGREEMENT ARE IN LIEU OF ALL OTHER WARRANTIES, REPRESENTATIONS OR CONDITIONS, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. TINT DOES NOT REPRESENT THAT THE TINT SERVICE WILL BE UNINTERRUPTED OR ERROR FREE OR MEET CLIENT’S REQUIREMENTS OR THAT THE ANALYTICAL RESULTS WILL BE ACCURATE OR COMPLETE. CLIENT ACKNOWLEDGES THAT, AS A SAAS-BASED SERVICE, THE FUNCTIONALITY AND INTERFACES OF THE TINT SERVICE MAY CHANGE OVER TIME.
7. Limitation of Liability
EXCEPT AS DESCRIBED IN THIS PARAGRAPH, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE, WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY CHARACTER, INCLUDING DAMAGES FOR LOSS OF GOODWILL, LOST PROFITS, LOST SALES OR BUSINESS, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, LOST DATA, OR FOR ANY AND ALL OTHER SIMILAR DAMAGES OR LOSSES, EVEN IF SUCH PARTY HAS BEEN ADVISED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING EXCLUSIONS WILL NOT APPLY TO ANY BREACH OF SECTION 2 (ADDITIONAL TERMS), SECTION 4 (CONFIDENTIALITY) OR ANY AMOUNTS PAYABLE TO A THIRD PARTY UNDER SECTION 5 (INDEMNIFICATION).
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE, WILL TINT BE LIABLE TO CLIENT FOR ANY DAMAGES, COSTS, OR LIABILITIES IN AGGREGATE IN EXCESS OF THE AMOUNTS PAID BY CLIENT TWELVE MONTH PERIOD PRIOR TO THE CLIENT’S INITIAL CLAIM.
THE PROVISIONS OF THIS SECTION ALLOCATE THE RISKS UNDER THIS AGREEMENT BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THE LIMITATIONS SET FORTH HEREIN IN DETERMINING WHETHER TO ENTER INTO THIS AGREEMENT.
8. Term and Termination
8.1 Term and Termination.
The term of this Agreement will commence on the Effective Date and will continue until terminated by either party as provided in this Section. Client may terminate this Agreement at any time subject to the termination instructions provided by Tint. Tint may terminate this Agreement for its convenience on fifteen days notice to Client. Either party may terminate this Agreement immediately on written notice to the other party if the other party files for bankruptcy; becomes or is declared insolvent, or is subject to any proceedings related to its liquidation, insolvency or the appointment of a receiver or similar officer for it; makes an agreement for the benefit of all or substantially all of its creditor; or enters into an agreement for the cancellation, extension, or readjustment of substantially all of its obligations.
8.2 Suspension of Tint Service.
Notwithstanding any provision herein to the contrary, Tint may temporarily suspend the Tint Service in the event of any activity by Client or any of its users that has (or in Tint’s reasonable assessment is likely to have) an adverse effect on the operation of the Tint Service.
The provisions of this Section and the following Sections will survive any termination of this Agreement: Section 1.2 (Protection of Data), Section 2 (Additional Terms), Section 3 (Payment), Section 4 (Confidentiality), Section 5 (Indemnification), Section 6 (Disclaimer), Section 7 (Limitation of Liability) and Section 9 (General).
Tint and its third party licensors will retain all ownership interest in and to the Tint Service and its underlying systems. Client’s rights under this Agreement are limited to those expressly stated in herein.
9.2 Force Majeure.
Neither party will be liable under this Agreement for non-performance caused by events or conditions beyond that party's control if the party makes reasonable efforts to perform.
Marketing and business-related notices may be delivered by email. Any legal notices relating to this Agreement must be in writing and sent to each party its then-current primary place of business or such other address provided by the recipient. All notices will be sent by major commercial delivery courier service or mailed in a manner that requires signature by the recipient.
9.4 Governing Law.
This Agreement and any disputes hereunder will be governed by the laws of the State of California, without regard to its conflict of law principles, and any litigation concerning this Agreement will be submitted to and resolved by a court of competent jurisdiction in San Francisco, California.
9.5 Entire Agreement.
This Agreement constitutes the entire agreement between the parties concerning the subject matter herein and supersedes any and all prior communications and agreements whether written or oral concerning the subject matter hereof, including any previously executed Non-Disclosure Agreement. Each party hereby acknowledges that no reliance is placed on any representation made but not referenced in this Agreement. No purchase order or other text that purports to modify or supplement the printed text of this Agreement will add to or vary the terms of this Agreement.
The term "including" as used through this Agreement is intended to mean "including without limitation."
9.7 Modifications; Severability.
Except as expressly provided herein, any modification to this Agreement must be made in writing and signed by an authorized representative of each party. If any provision of this Agreement is held to be unenforceable, such provision will be reformed to the extent necessary to make it enforceable, and such holding will not impair the enforceability of the remaining provisions.
The failure by a party to exercise any right hereunder or enforce strict performance of any provision of this Agreement will not waive such party's right to exercise that or any other right in the future.
9.9 No Agency.
Nothing herein will be construed to create a partnership, joint venture or any type of agency relationship between Tint and Client.