Privacy Policy
Effective Date: September 13, 2024
PARTIES: SKUworld, Inc. a C-Corp company (hereinafter referred to as “Company”), and “Customer”. Company and Customer are sometimes referred to as “Party” or collectively as “Parties.” in this Agreement.
RECITALS:
A. Company owns proprietary software and documentation that enables end users to utilize SKU Product Information Management (PIM), SKU Dashboard, SKU Collaboration, SKU Compare, SKU Integration, and advanced business intelligence reporting through Company’s proprietary SKU optimization and management application (such software and any documentation provided is the “System”);
B. Customer desires to access the System and Company desires to offer the System according to this Agreement.
NOW, THEREFORE, in consideration of the recitals, covenants, and consideration set forth herein, the receipt and adequacy of which is hereby acknowledged, the Parties agree as follows:
1. System SaaS License. Subject to the terms and conditions of this Agreement, including the timely payment of all fees due hereunder, Company hereby grants to Customer during the Term a personal, non-exclusive, non-transferable right and license to access and use the System and the SKU data contained therein (“Data”) via API or through a reporting server. Additional scope items will be listed in Exhibit A including assumptions and client responsibilities.
2. Term and Termination. This Agreement shall begin on the date Customer accepts the terms of this Agreement and terminates in 12 months (“Initial Term”). Thereafter, this Agreement shall renew for additional 12 month terms unless either Party notifies the other Party in writing that it will not renew at least thirty (30) days prior to the expiration of the then-current term (each, a “Renewal Term”). The Initial Term and the Renewal Term shall be referred to collectively as the “Term.” Upon a material breach of this Agreement, the non-breaching Party may send written notice to the breaching Party informing the breaching Party of the nature of the breach and providing thirty (30) days to cure a non-monetary breach and ten (10) days to cure a monetary breach (the “Cure Period”). If the breaching Party does not cure the material breach within the Cure Period, the non-breaching Party may immediately terminate this Agreement.
3. Restrictions. Customer agrees that it will not, and will not allow, its directors, officers, business partners, or employees or agents to:
a. Reverse assemble, reverse engineer, decompile or otherwise attempt to derive source code from the System or any component thereof;
b. Copy, reproduce, modify, sell, lease, sub-license, market or commercially exploit in any way the System or any component thereof (including the further distribution or blank forms or templates) other than as expressly agreed to in this Agreement;
c. Use, or permit the use of, the System except for Customer’s internal purposes. Customer agrees that it shall not provide access to or perform services for third parties using the System including, but not limited to, any service bureau, time-sharing, lease, distribution or re-sale, rental, application service provider arrangement, or any other arrangement; or
d. Disclose or grant access to an access code to the System or any component thereof to any third party.
4. Service Level Commitment.
a. Except for those instances described below, Company shall ensure that the System is available free from interruptions and system failures 97% of any calendar month, provided, however that failure to achieve service availability shall not constitute a material breach of this Agreement.
5. Customer Support.
a. Company’s normal business hour (8:00 AM - 5:00 PM Mountain Time, M‑F), provided, however, that response from the Company may take up to two business day. Company shall also provide standard error correction and maintenance modifications to the System.
b. Notwithstanding the above, if Company makes a reasonable business determination that the technical support requested by Customer pursuant to this section will entail detailed, specialized maintenance or support services different in kind or amount from those provided to other similar customers of the System (including, but not limited to, assistance to enable the interfacing or operation with a non-supported, unusual, or proprietary system complying with internal audits, or responding to Sarbanes-Oxley audit requests), Company shall notify Customer that the requested support is considered an additional service which shall be subject to additional fees, to be negotiated.
6. System Maintenance. Company shall operate and maintain the System server (“Server”) in good working order with access restricted to qualified employees or contractors of Company and persons designated by Customer. Company shall employ reasonable efforts to ensure the security, confidentiality, and integrity of all Customer data and other proprietary information transmitted through or stored on the Server.
7. User Responsibilities, Password Protection. As part of the registration and account creation process, Customer will need a “User Identification Name” and a “Subscription Password.” Customer may not select a User Identification Name which is identical to that used by another person or use a User Identification Name which is in the sole opinion of Company offensive or inappropriate. Customer shall be solely responsible for maintaining the confidentiality of Customer Subscription Password. Customer is solely responsible for all usage or activity on Customer’s account, including but not limited to use of Customer’s account, Customer’s User Identification Name, and Customer’s Subscription Password by any third party. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of Customer’s account, in Company’s sole discretion, and Company may refer Customer to appropriate law enforcement agencies.
8. Customer Responsibilities. Customer is responsible for all activity occurring under its account and will abide by all applicable local, state, national, and foreign laws, treaties, and regulations in connection with its access or use of the System, including those related to data privacy, international communications, and the transmission of technical or personal data. Customer will be solely responsible for ensuring that its users receive sufficient training to enable proper access or use of the System. Customer will be solely responsible for, and will bear the cost of, providing all equipment, facilities, and connectivity, including without limitation any internet access or telecommunications services, necessary to use and access the System.
9. Provision of Releases. At its sole option, Company shall be entitled to prepare new versions of the System and update the Data that Company generally makes available to its Customers (“Update Releases”). Company exclusively shall determine whether Update Releases shall be included in the System provided pursuant to this Agreement. At any time, Company may install any Update Releases to provide the services described herein, or develop new modules for upgraded licenses at an additional cost.
10. Right to Modify the System. Company may from time to time, in its sole discretion, change some or all of the functionality or any component of the System or make any modification for the purpose of improving the performance, service quality, error correction, or to maintain the responsiveness of the System.
11. Confidential Information.
a. Each Party acknowledges that confidential information (including Data, trade secrets and confidential technical, financial and business information) (collectively, “Confidential Information”) may be exchanged between the Parties pursuant to this Agreement. Each Party shall use no less than the same means it uses to protect its similar confidential and proprietary information, but in any event not less than reasonable means, to prevent the disclosure and to protect the confidentiality of the Confidential Information of the other Party. Each Party agrees that it will not disclose or use the Confidential Information of the other Party except for the purposes of this Agreement and as authorized herein. Customer will promptly report to Company any unauthorized use or disclosure of Company’s Confidential Information that the Customer becomes aware of and provide reasonable assistance to Company (or its licensors) in the investigation and prosecution of any such unauthorized use or disclosure. Customer agrees can be shared with third parties, please reference Data Sharing Policy in Exhibit A.
b. Notwithstanding Section 11(a), the recipient of Confidential Information may use or disclose the Confidential Information to the extent that such Confidential Information is: (i) already known by the recipient without an obligation of confidentiality, (ii) publicly known or becomes publicly known through no unauthorized act of the recipient, (iii) rightfully received from a third party without any obligation of confidentiality, (iv) independently developed by the recipient without use of the Confidential Information of the disclosing Party, (v) approved by the disclosing Party for disclosure, or (vi) required to be disclosed pursuant to a requirement of a governmental agency or law so long as the recipient provides the disclosing Party with notice of such requirement prior to any such disclosure and takes all reasonable steps available to maintain the information in confidence.
c. Customer shall safeguard and maintain the Confidential Information of Company in strict confidence and shall not, and shall cause all users not to, disclose, provide, or make such Confidential Information or any part thereof available in any form or medium to any person except to the Customer’s employees, contractors, and consultants who have a need to access such Company’s Confidential Information in order to enable the Customer to exercise its rights under this Agreement. The Customer also agrees not to: (i) disclose to third parties (whether in writing or orally) any benchmark test data related to the System, and (ii) use Company’s Confidential Information to create any computer software or documentation that is substantially similar to the System software or the Data.
12. Data Issues.
a. Customer will have sole responsibility for the accuracy, quality, integrity, legality, reliability and appropriateness of all data, information, or material that Customer submits to the System during Customer’s access or use of the System, including Customer’s intellectual property ownership of and Customer’s right (and that of the users of Customer’s organization) to access or use such data, information, or material (collectively, “Customer Data”). Company does not own any Customer Data.
b. Except as permitted in this Agreement, Company will not edit, delete, or disclose the contents of Customer Data unless authorized by Customer or unless Company is required to do so by law or in the good faith belief that such action is necessary to: (i) conform with applicable laws or comply with legal process served on Company; (ii) protect and defend the rights or property of Company; or (iii) enforce this Agreement.
c. Company may provide user statistical information such as usage or traffic patterns in aggregate form to third parties, but such information will not include identifying information. Company may access Customer Data to respond to service or technical problems with the System.
d. Customer will be responsible or liable for the deletion, correction, destruction, damage, loss, or failure to store regarding any Customer Data.
e. Company reserves the right to establish a maximum amount of memory or other computer storage and a maximum amount of Customer Data that Customer may store, post, or transmit on or through the System.
13. Return of Confidential Information. Upon the termination of this Agreement for any reason whatsoever, each Party may request of the other that all documents, information, data, and/or software however recorded, which contain any of the other’s Confidential Information be returned, provided that the Party shall be entitled to charge a reasonable fees and materials charge for doing so. If no request is received for the return of Confidential Information within thirty (30) days of the termination of this Agreement, the Confidential Information shall be destroyed within a reasonable time thereafter and shall not be used for any purpose whatsoever.
14. Protection of Proprietary Rights. Customer shall not remove any proprietary, copyright, patent, trademark, design right, trade secret, or any other proprietary rights legends from the System.
15. Intellectual Property Rights. All rights in and to the System and Data that are not expressly granted to Customer in this Agreement are reserved to Company and its licensors. The selection, compilation, organization and format of the System and Data constitute copyrightable subject matter. Excepting only that portion of the Data that constitutes public domain information: (1) the System and the Data constitutes proprietary and confidential information and trade secrets of the Company and its licensors; and (2) the Company and its licensors are the exclusive owner of all right, title and interest in and to the System and Data and all derivative works thereof, including, without limitation, any and all copyright, patent, trademark, trade secret or other intellectual property or proprietary rights. Customer does not acquire any rights, express or implied, in the System or the Data.
16. Submissions. Any information, materials, suggestions, ideas, comments or other information communicated by Customer to Company (the “Submission”) will not be treated as confidential, proprietary, or trade secret information. Through Customer’s Submission, Customer hereby grants to Company the royalty-free, perpetual, irrevocable, worldwide, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display the Submission, and to incorporate any Submission in other works in any form, media, or technology now known or later developed. Company will not be required to treat any Submission as confidential and may use any Submission in its business without incurring any liability for royalties or any other consideration of any kind, and will not incur any liability as a result of any similarities that may appear in future Company operations.
17. Limited Warranty. COMPANY, ITS SUPPLIERS, AND LICENSORS WARRANT THAT THE SYSTEM AND ANY SERVICES PROVIDED UNDER THIS AGREEMENT (HEREINAFTER COLLECTIVELY REFERRED TO AS THE “SERVICES”) WILL SUBSTANTIALLY CONFORM TO ANY SYSTEM DOCUMENTATION.
18. Warranty Disclaimer. EXCEPT AS EXPRESSLY PROVIDED IN THE LIMITED WARRANTY, AND EXCEPT AS PROVIDED IN SECTION 23 HEREOF, COMPANY AND ITS LICENSORS EXPRESSLY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS OF ANY KIND OR NATURE, EXPRESS OR IMPLIED, WHETHER WRITTEN OR ORAL, INCLUDING WITHOUT LIMITATION, REPRESENTATIONS, WARRANTIES AND CONDITIONS OF SATISFACTORY QUALITY, PERFORMANCE, MERCHANTABILITY, MERCHANTABLE QUALITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USE OF TRADE. COMPANY AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT: (A) THE SERVICES WILL MEET THE CUSTOMER’S BUSINESS REQUIREMENTS; (B) THE SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED; (C) THAT THE RESULTS OBTAINED FROM THE SYSTEM USE WILL BE ACCURATE OR RELIABLE, INCLDUING, PRICING; (D) ALL DEFICIENCIES ANY SERVICES OR THE SYSTEM CAN BE FOUND OR CORRECTED; or (E) that the CUSTOMER’S DESIRED MANUFACTURER OR SKU INFORMATION IS AVAILABLE.
19. Exclusive Remedy. EXCEPT FOR THE EXCLUSIVE REMEDY AS PROVIDED ABOVE FOR SERVICE LEVEL COMMITMENTS, AND EXCEPT FOR THE EXCLUSIVE REMEDY PROVIDED BY COMPANY FOR INFRINGEMENT, FOR ANY BREACH OF WARRANTY OR THE FAILURE OF COMPANY TO PROVIDE THE SERVICES AS REQUIRED HEREIN (A “DEFICIENCY”), THE CUSTOMER’S SOLE AND EXCLUSIVE REMEDY AND COMPANY’S ENTIRE OBLIGATION HEREUNDER SHALL BE, AT COMPANY’S OPTION, FOR COMPANY TO CURE THE DEFICIENCY OR FOR COMPANY TO REFUND AN AMOUNT EQUAL TO THE AMOUNT CUSTOMER PAID FOR THE SYSTEM REDUCED BY ANY BENEFIT RECEIVED BY CUSTOMER FROM THE SYSTEM.
20. Limit of Liability.
a. EXCEPT AS OTHERWISE PROVIDED HEREIN, FOR ANY BREACH OR DEFAULT BY COMPANY OF ANY OF THE PROVISIONS OF THIS AGREEMENT, OR WITH RESPECT TO ANY CLAIM ARISING HEREFROM OR RELATED HERETO, COMPANY AND ITS LICENSORS’ ENTIRE LIABILITY, IF ANY, SHALL IN NO EVENT EXCEED ANNUAL FEE PAID TO COMPANY BY CUSTOMER PURSUANT TO THIS AGREEMENT IN THE CALENDAR YEAR IN RESPECT OF WHICH THE CAUSE OF ACTION FIRST AROSE. CUSTOMER ACKNOWLEDGES THAT THE PRICES QUOTED HEREIN ARE CONSIDERATION FOR THE STATED LIMITS OF LIABILITY IN THIS PARAGRAPH. IN NO EVENT WILL COMPANY AND ITS LICENSORS BE LIABLE FOR SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL LOSS OR DAMAGE, LOST BUSINESS REVENUE, LOSS OF PROFITS, LOSS OF CUSTOMER DATA, LOSS OF COVER, DAMAGES FOR DELAY, PUNITIVE OR EXEMPLARY DAMAGES, FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS OR ANY CLAIM AGAINST CUSTOMER BY ANY OTHER PERSON, EVEN IF COMPANY AND ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH LOSSES OR DAMAGES AND EVEN IF THE REMEDY SET FORTH HEREIN SHALL BE DEEMED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
b. NO PARTY MAY BRING AN ACTION, REGARDLESS OF FORM, ARISING OUT OF OR RELATED TO THIS AGREEMENT (OTHER THAN TO RECOVER FEES OR EXPENSES DUE TO COMPANY) MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION HAS ARISEN OR THE DATE OF DISCOVERY OF SUCH CAUSE, WHICHEVER IS LATER.
21. Mutual Indemnification. Subject to the provisions contained herein and, with respect to Company, excluding the indemnification described below for infringement, each Party agrees to defend, indemnify and hold the other and its officers, directors, agents, affiliates, distributors, franchisees and employees harmless against any loss, damage, expense, or cost, including reasonable attorneys’ fees (“Liabilities”) arising out of any claim, demand, proceeding, or lawsuit by a third party relating to this Agreement, and due to the indemnifying Party’s acts or omissions.
22. Company Indemnity and Exclusive Remedies for Infringement. In the event of a claim against Customer asserting or involving an allegation that the System infringes upon or violates any patent, copyright, trade secret, or other proprietary or property right of any third person or entity, then, as Customer’s exclusive remedy, Company will defend, at Company’s expense, and will indemnify Customer and hold Customer harmless against any loss, cost, expense (including attorneys’ fees), or liability arising out of such claim, whether or not such claim is successful. In the event an injunction or order should be obtained against use of the System by reason of the allegations, or if in Company’s opinion the System is likely to become the subject of such a claim of infringement, Company will, at its option and in its expense, and as Customer’s exclusive remedy, (a) procure for the Customer the right to continue using the System; (b) replace or modify the same so that it becomes noninfringing (such modification or replacement shall be functionally equivalent to the original); or (c) if neither (a) nor (b) is practicable, for all prepaid licensee fees, repurchase the System from Customer on a depreciated basis utilizing a straight line depreciation method, commencing on the date of acceptance (or, if no fees were prepaid, terminate the agreement). Notwithstanding the foregoing, the Company will not indemnify the Customer if the Customer alters the System or uses it outside the scope of use identified in the Company’s user documentation. The Company will not indemnify the Customer to the extent that an infringement claim is based upon (i) any information, design, specification, instruction, software, data, or material not furnished by the Company, or (ii) any system from a third party portal or other external source that is accessible to Customer within or from the Service (e.g., a third-party Web page accessed via a hyperlink). Company will not indemnify Customer to the extent that an infringement claim is based upon the combination of any system with any products or services not provided by Company. Company will not indemnify Customer for infringement caused by Customer’s actions against any third party if the System as delivered to Customer and used in accordance with the terms of this Agreement would not otherwise infringe any third party intellectual property rights. Company will not indemnify Customer for any infringement claim that is based on: (1) a patent that Customer was made aware of prior to the effective date of this Agreement (pursuant to a claim, demand, or notice); or (2) Customer’s actions prior to the effective date of this Agreement. This section provides the Customer’s exclusive remedy for any infringement claims or damages.
23. Notice. Any notice, approval, request, authorization, direction or other communication under this Agreement will be given in writing and will be deemed to have been delivered and given for all purposes (a) on the delivery date if delivered by confirmed facsimile or email; (b) on the delivery date if delivered personally to the Party to whom the same is directed; (c) one business day after deposit with a commercial overnight carrier, with written verification of receipt; or (d) five business days after the mailing date, if sent by U.S. mail, return receipt requested, postage and charges prepaid, or any other means of rapid mail delivery for which a receipt is available. The contact information below the Parties signatures may be used by the Parties hereto.
24. Independent Contractors. The Parties to this Agreement are independent contractors. Neither Party is an agent, representative or employee of the other Party. Neither Party will have any right, power or authority to enter into any agreement for or on behalf of, or incur any obligation or liability of, or to otherwise bind, the other Party. This Agreement will not be interpreted or construed to create an association, agency, joint venture or partnership between the Parties or to impose any liability attributable to such a relationship upon either Party.
25. Amendments and Modifications. No amendment, modification, or supplement to this Agreement shall be binding on any of the Parties unless it is in writing and signed by the Parties in interest at the time of the modification.
26. Integration. This Agreement and all Exhibits hereto, as well as agreements and other documents referred to in this Agreement constitute the entire agreement between the Parties with regard to the subject matter hereof and thereof. This Agreement supersedes all previous agreements between or among the Parties. There are no agreements, representations, or warranties between or among the Parties other than those set forth in this Agreement or the documents and agreements referred to in this Agreement.
27. Severability. If any term or provision of this Agreement is determined to be illegal, unenforceable, or invalid in whole or in part for any reason, such illegal, unenforceable, or invalid provisions or part thereof shall be stricken from this Agreement, and such provision shall not affect the legality, enforceability, or validity of the remainder of this Agreement. If any provision or part thereof of this Agreement is stricken in accordance with the provisions of this section, then this stricken provision shall be replaced, to the extent possible, with a legal, enforceable, and valid provision that is as similar in tenor to the stricken provision as is legally possible.
28. Consent to Jurisdiction. The Parties hereto agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated exclusively in the State and Federal courts located in the State of Colorado.
29. Choice of Law. This Agreement shall be governed by and construed under the laws of the State of Colorado without consideration of its conflict of laws provisions.
30. Assignment. The rights and obligations of Customer under this Agreement are not assignable or transferable without the prior written consent of Company (which may be granted or withheld in Company’s sole discretion) and any attempt to assign or transfer such rights or to transfer the System or Data without Company’s consent constitute a material breach of this Agreement and shall be void.
31. Attorney’s Fees. If Company brings an action or other proceeding to enforce or interpret the terms and provisions of this Agreement, Company, if it is the prevailing party in such action or proceeding, shall be entitled to have and recover from Customer all fees, costs, and expenses (including, without limitation, all court costs and reasonable attorneys' fees) that it incurs in the pursuit of such action or proceeding.
32. Equitable Remedies. Customer acknowledges and agrees that Company would be irreparably harmed if Customer used or disclosed, or threatened to use or disclose, the System or Data in violation of the terms of this Agreement and the license granted hereunder. Accordingly, Customer agrees that Company shall have the right to seek and obtain injunctive relief, including without limitation specific performance, without necessity of posting bond or other surety for any violation or threatened violation of the terms of this Agreement, in addition to all other rights and remedies available at law or in equity.
33. Survival. Any provisions of this Agreement that by its nature should continue beyond the expiration or termination of this Agreement to give effect to the parties’ intent shall survive expiration or termination of this Agreement.
34. General Interpretation. The terms of this Agreement have been negotiated by the Parties hereto and the language used in this Agreement shall be deemed to be the language chosen by the Parties hereto to express their mutual intent. This Agreement shall be construed without regard to any presumption or rule requiring construction against the Party causing such instrument or any portion thereof to be drafted, or in favor of the Party receiving a particular benefit under the agreement. No rule of strict construction will be applied against any person.
EXHIBIT A – Data Sharing Policy
This Data Sharing Policy (the “Policy”) describes how SKUworld, LLC (“SKUworld,” “we,” “us” or “our”) uses and shares the information and data that you provide to SKUworld (the “Data”).
Summary
SKUworld offers proprietary software that enables end users to utilize data analytics, SKU data search, SKU compare, SKU integration, and advanced business intelligence reporting through SKUworld’s SKU optimization and management application (the “Platform”).
To make the Platform functional, SKUworld must share the Data you provide with its third party service providers and customers. While SKUworld has placed contractual obligations regarding the use of the Data by service providers and customers, please note that we cannot guarantee that such service providers and customers will adhere to the contractual obligations or acceptable business practices.
Uses
You hereby grant SKUworld a fully paid, non-exclusive, revocable, worldwide right and license to use and redistribute the Data to the extent necessary for SKUworld to provide the Platform, including, but limited to the following uses: (i) to provide, improve, expand, and promote the Platform; (ii) to help us provide customers with information they request via the Platform and personalize the experience for each customer; (iii) to promote your products to which the Data refers; (iv) to find and prevent fraud; and (v) for any lawful purpose. All Data provided to SKUworld is and shall remain Your property and shall be promptly returned to You upon written request or upon termination of Your relationship with homebuilder, whichever shall occur first.
Sharing
The following are the various ways the Data may be shared:
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We share the Data with our subsidiaries and affiliates to help us provide the Platform.
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We may sometimes use other businesses to perform certain services for us, such as hosting or maintaining the Platform, storing Data, or providing data analysis. We may provide the Data to service providers when that information is necessary for them to complete a requested transaction or otherwise perform their duties.
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We share the Data with our customers for their own use in accordance with the terms and conditions of our Software as a Service Agreement.
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We share the Data when required by law.
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We may share the Data to a buyer or other successor in the event of a merger, restructuring, reorganization, dissolution, or other sale or transfer of some or all of our assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding.
Data Representation and Warranty
SKUworld is not responsible for verifying whether the Data is accurate, complete, or if it contains any defects, errors, or inaccuracies. You represent and warrant that the Data as provided by you is complete and accurate. You further represent that you have the right and authority to share such Data with SKUworld, and that by sharing that Data you are not in violation of: (i) any third party’s intellectual property rights; (ii) confidentiality obligations; or (iii) any laws.
You shall indemnify and hold harmless SKUworld for any third party claims, actions, losses, damages, and fees (including reasonable attorney’s fees) arising from: (i) any inaccuracies, errors, or defects in the Data; (ii) the Data’s infringement of a third party’s intellectual property; or (iii) the Data’s disclosure of a third party’s confidential or proprietary information. Should SKUworld modify or inaccurately share the Data to its service providers or customers, SKUWorld shall indemnify and hold You harmless for any third party claims, actions, losses, damages, and fees (including reasonable attorney’s fees) arising from: (i) any inaccuracies, errors, or defects in the Data caused by SKUworld or its service providers or (ii) the Data’s infringement of a third party’s intellectual property should it have been modified by SKUworld or its service providers.
By signing this Policy, you hereby acknowledge your acceptance of this Policy, and hereby agree to abide by its terms and conditions.