Cycle Terms

TERMS AND CONDITIONS OF COMMUNITY SLACK CHANNEL FOR TRYON SOLUTIONS, INC.

By requesting an invitation to this Slack Community Channel (the “Channel”), whose Primary Owner (as defined in the Customer Terms of Service with Slack, hereafter described) is Tryon Solutions, Inc., a North Carolina corporation (“We”, “Us”, and “Our”). You agree to these Terms and Conditions (these “T&C”) in your own capacity and on behalf of the entity whose customer relationship with Us gave rise to your request for an invitation to the Channel, in addition to the Customer Terms of Service, Privacy Policy, Cookie Policy, and any agreements you are required to agree to before You can access the Channel, provided by Slack Technologies, Inc., a Delaware corporation (“Slack”).

The Channel and all related content and information are provided on an “as is” and “as available” basis without any warranties of any kind, and We disclaim any and all warranties, whether express or implied, including the implied warranties of merchantability, title, fitness for a particular purpose, and non-infringement. You acknowledge that We do not warrant that access to the Channel will be uninterrupted, timely, secure, or error-free.

You represent and warrant that the content and information you post to the Channel is original to You and that You exclusively own the rights to such content, including the right to grant all of the rights and licenses to such content, without incurring any third-party obligations or liability arising out of its exercise of such rights and licenses. As such, We do not
guarantee the accuracy, quality, or integrity of any user content posted on the Channel. Furthermore, You grant Us a worldwide, non-exclusive, license to access, use, process, copy, distribute, perform, sublicense, create derivative works from, export and display any content and information you post on the Channel, for any purpose, including Your identity as a user of the Channel and poster of the content and information.

If We believe: (a) there is, or have received a notice of, a violation of a third-party’s rights; (b) You are using the Channel in violation of any applicable law; or (c) You are interfering with other users’ safe and enjoyable use of the Channel, that can be remedied by removing Your content from the Channel or disabling Your access to the Channel, You acknowledge that We may do so, without warning or notification, at any time.

In no event will Our liability arising out of or related to Your use or access to the Channel (whether in contract or tort or any other theory of liability) exceed the total amount paid by You to Us for Your use and access to the Channel in the twelve (12) months preceding the last event giving rise to liability. The foregoing and any alleged damages arising out of Our liability for Your use or access to the Channel shall not limit Your payment obligations under any other agreement with Us, nor shall Your payment to Us under any other agreement serve as the extent of Our liability. In no event will We have any liability to You or any third party for any lost profits or revenues for any indirect, special, incidental, consequential, or punitive damages, however caused, whether in contract, tort, or any other theory of liability, and whether or not You or a third party has been advised of the possibility of such damages. The foregoing disclaimer will not apply to the extent prohibited by applicable law.

You will defend Us from and against all third party claims, actions, suits, proceedings, and demands arising from or related to Your violation of any claimant’s rights arising out of or in connection with Your use or access to the channel, including, but not limited to, infringement of a third-party’s intellectual property rights, and You will indemnify Us for all reasonable attorney’s fees incurred and damages and other costs in connection with or as a result of, and for amounts actually paid by Us in connection with such a claim, action, suit, proceeding, or demand.

These T&C will survive any termination or expiration of any other agreement between You and Us, and will survive if You discontinue the use or access to the Channel. These T&C shall be enforced to the fullest extent permitted under applicable law and if any provision is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of these T&C shall remain in effect. You may not assign or delegate any of Your rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of Us. Notwithstanding the foregoing, You may assign your rights and obligations under these T&C in its entirety, without Our written consent, to a corporate affiliate in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of Your assets. Any disputes arising out of or related to these T&C will be governed by the law of the State of North Carolina, whose courts will have exclusive jurisdiction to adjudicate any dispute arising out of or related to these T&C and You hereby consent and submit to the exclusive jurisdiction of such courts.

If you have any questions about these Terms and Conditions, please contact legal@tryonsolutions.com.