Terms of Service - Watchdog

LAST UPDATE 09.07.2023

Dedaub's Terms of Service (the “Agreement”) are a legal agreement between You as the Client and Dedaub Ltd. (“Dedaub”, “We”, “Us” and “Our”), a private limited liability company registered under the Laws of Malta with company number C99606. By using our services, you agree to be bound by these terms of service and all terms incorporated by reference.

Dedaub provides a subscription software (the "Watchdog Service", "Service") over supported EVM-based blockchain protocols. The Service combines static application security testing (SAST), theorem proving techniques, realtime blockchain monitoring and security auditor support.

Prior to giving You access to the Watchdog Service, Dedaub may ask You for cryptographic proof that You are a member of a Protocol's development team, and that your Protocol (the "Protocol") is not an unmodified fork of another well-known Protocol.

The security analyses provided through Watchdog are designed to find security weaknesses in your Smart Contracts. Some of these analyses may detect potential for malicious use of the contracts, for instance, potential cryptoeconomic weaknesses (e.g., price manipulation or forced unprofitable exchanges). The Service, however, does not ensure the correctness of the business logic.

There are important terms provided below including your indemnification responsibilities, our limitation of liability and warranty disclaimers, and your agreement to arbitrate disputes. Please take the time to read these terms of service carefully. You can always contact Us at legal@dedaub.com if you have any questions.

Service:
1. We agree to grant You an unlimited, worldwide and non-exclusive right to use the Service.
2. You agree to use the service solely and exclusively in terms of the present Agreement and shall ensure that such Service is used only by your officers, representatives and employees, and not by any other unauthorized third party.
3. You agree not to transfer, share or assign your right to use and access the Services and will not tolerate or permit any third party from accessing or using the Services.
4. You agree to not share or distribute in any manner, in whole or in part, any content forming part of the Service.
5. You agree not to alter or attempt to alter or do anything that may potentially alter the software which is in any manner related to the Service.
Consideration:
1. By way of consideration for the Service to be provided by Dedaub, You shall pay Dedaub the sum indicated within the relevant pricing plan at the applicable service tier. Such sum is exclusive of Taxes imposed by your jurisdiction if due, and this sum shall be settled on a quarterly basis and in advance, to be reckoned from the start of your service. Payments are due without the need of a request to be made by Dedaub.
2. In the event that the present Agreement is renewed, the same terms shall apply, provided, however, that on a yearly basis, We shall have a right, saving any other Agreement as may be reached with Dedaub, to increase the price due for the service. In the event that We would be exercising this right to increase the price, then We shall give notice in writing of such increase thirty (30) days before the commencement of the billing period on which such increase would become first applicable.
3. If you move to a higher tier of a paid plan, the change will take effect immediately and we will charge You for the additional fees associated with the new paid plan on a pro-rata basis. If You move to a lower tier of a paid plan, the fee change will take effect in the next billing cycle. You acknowledge that You will not receive a refund for the then-current billing cycle if You move to a lower tier of a paid plan, or to a non-payment subscription plan.
4. In the event that You do not pay any amount due upon the day when the same falls due, automatically interest shall be chargeable, ipso jure, on any balance due from the relative payment at the highest rate permissible by law.
5. You agree that in the event that You would need to carry out any works, upgrade any of your systems, alter your hardware, software or other infrastructure in order for You to be able to receive the Service, or to continue to receive the Service, any related costs shall be solely and exclusively incurred by You. You shall have no right to request and compensation, redress, reimbursement or discount from Dedaub, even in the event that the need for such expense is brought about by a change on our part.
Continued Service:
1. We shall use all reasonable efforts in order to ensure that availability of the Service in terms of this Agreement is maintained throughout the whole term of this Agreement, provided, however, that You recognize and accept that we are not in any manner promising or guaranteeing availability at all times. Among other things, service may be interrupted, directly or indirectly, due to the following and in such cases, interruption shall not be deemed to constitute a breach on our part:
  1. Any failure or fault on any system or infrastructure on which we rely on, in providing the Service;
  2. Any failure or fault of any system upon which You rely on in making use of the Service;
  3. Any breach of this Agreement, whether direct or indirect, on your part;
  4. Any event of force majeure;
  5. Any scheduled maintenance which may be necessary.
2. Provided, however, that in the event that You are, at any point in default of payment of any amount due in terms of this Agreement to Dedaub, and we have also given You notice requesting payment to be effected within fifteen (15) days from such notice being given, then the we may, upon the lapse of such fifteen (15) day period suspend the provision of service without any right of recourse or any right to damages. Any such suspension shall be without prejudice to our right to collect any amounts due to it in terms of this Agreement.
3. We shall have the right to interrupt services for the purpose of maintenance of our systems, provided that where practicable we shall give You reasonable prior notice thereof.
Intellectual Property: Any intellectual property rights in any manner connected or related to the Service shall remain our sole and exclusive property and nothing in this Agreement shall be construed in any manner as assigning or transferring any such rights to You.
Data Use and Processing:
1. You are granting Dedaub the widest and broadest right to make use of any of your data as may be required in the provision of the Service, in the execution of the Our obligations and exercise of Our rights in terms of this Agreement and in terms of the law.
2. You confirm and warrant that any data You make available to Dedaub does not infringe any rights of third parties, including intellectual property and other proprietary rights.
3. You agree that such obligations shall survive any expiration or early termination of the present Agreement.
Accuracy and Legality: It is your sole responsibility to ensure that all information or data provided to Dedaub is accurate, legitimate and conforms to all applicable legal requirements. Dedaub shall in no event assume any responsibility for any inaccuracies in the information or data provided by You if it infringes any laws and regulations, including but not limited to, intellectual property regulations. In this regard, you shall fully indemnify and hold the Dedaub harmless against all claims or demands (including legal and other professional fees and expenses) which We may suffer arising from or in connection with any inaccuracies or infringement in information or data provided.
Data Protection: We shall comply with all Applicable Laws when carrying out this Agreement, in particular:
1. We shall keep your personal data logically separated from personal data processed on behalf of any third party;
2. We will entrust only persons (whether natural or legal) with the Processing under this Agreement who maintain confidentiality and have been informed of any special data protection requirements relevant to their work;
3. We shall cooperate, on request, with the relevant data protection supervisory authority in the performance of its tasks;
4. We shall undertake reasonable efforts to support you if you are subject to inspection by the supervisory authority, an administrative or summary offense or criminal procedure, a liability claim by a data subject or by a Third Party or any other claim in connection with this Agreement;
5. We shall periodically monitor the internal processes and the technical and organizational measures to ensure that processing of personal data is in accordance with the requirements of applicable law and the protection of the rights of the data subject.
Authority to Enter Agreement: Each Party warrants and declares that it has the right and authority to enter into the present Agreement.
Assumption of Risk: You fully understand: (a) that there are inherent risks associated with blockchain-based software systems, and that (b) additional risks to the Services and blockchain-based technologies may be present as a result of advances in code-cracking or technical advances, such as novel flaws identified in cryptography. You acknowledge that these risks could result in the loss or theft of crypto tokens or property.
Acceptable Use: When accessing or using the Services, You agree that You will not violate any law, contract, intellectual property or other third-party right or commit a tort, and that You are solely responsible for your conduct while using our Services. Without limiting the generality of the foregoing, You agree that You will not:
1. Use our Services to exploit or harm in any way third party protocols that are being monitored;
2. Cause any damage to Dedaub, our infrastructure, our software or our other clients;
3. Use any robot, spider, crawler, scraper or other automated means or interface not provided by us to access our Services or to extract data;
4. Use or attempt to use another user's account without authorization;
5. Access or use the Services for the benefit of one of Our direct competitors or access the Services for the purpose of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes;
6. Encourage or induce any third party to engage in any of the activities prohibited under this Section.
Indemnification: You shall defend, indemnify, and hold Us harmless (and each of Our officers, directors, members, employees, agents and affiliates) from any claims, damages, proceedings, costs and expenses resulting from any of your breaches of any representations, warranties, covenants or Agreements with Us.
Limitations:
1. The Dedaub Watchdog service does not provide a warranty on the security and/or functionality of the systems and You assume any risks and losses, and You declare not to hold Dedaub liable to any degree for any loss of whatever nature, irrespective of the services which may have been provided by Dedaub.
2. Dedaub will not be liable to You (whether under the law of contact, the law of tort or otherwise) in relation to the service provided:
  1. for any direct, indirect, special or consequential loss; or
  2. for any business losses, loss of revenue, income, profits or anticipated savings, loss of contracts or business relationships, loss of reputation or goodwill, or loss of cryptocurrency/tokens/NFTs or data or any other loss, or any other damages in general.
  3. These limitations of liability apply even if You have been expressly advised of the potential loss.
3. Dedaub and any of its directors, officers, employees and contractors, will not be liable to You except by reason of acts constituting bad faith of Dedaub or willful misconduct or reckless disregard of our duties. The Parties hereto recognize and accept that the effectiveness of the Services are not guaranteed or warranted by Dedaub in any respect whatsoever.
4. In any event, Dedaub’s total maximum aggregate liability under this Agreement shall not exceed the fees paid to Dedaub over the last 12 months.
Relationship of the Parties: Nothing contained in this Agreement shall be interpreted or construed to create a partnership, agency, single employer, joint employer or any other type of employment relationship between the parties hereto, or to impose liability attributable to such relationship upon either party. Neither party will have any right, power or authority to enter into any agreement on behalf of, to incur any obligation or liability of, or to otherwise bind the other party.
Updates to The Agreement: We periodically update the terms of this Agreement. If You have an active Dedaub account, we will notify You of updates via an email or a notification on the Dedaub platform. Unless the notice states otherwise, the updated terms of this Agreement will become effective and binding on the next business day after it is posted.
Subcontracting: We may sub-contract, in whole or in part, any of our obligations in terms of this Agreement to third parties.
Severability: If any of the provisions or portions thereof of this Agreement are found to be invalid under the applicable law, then, that provision notwithstanding, this Agreement shall remain in full force and effect and any such provision or portion thereof shall be deemed omitted.
Survival: Rights and obligations under this Agreement which by their nature are intended to survive termination, including without limitation the indemnification and liability limitations provisions set forth in this Agreement, shall remain in full effect after termination or expiration of the Agreement.
Governing Law and Arbitration: This Agreement is governed by and construed in accordance with the laws of Malta. The parties agree that any dispute or claim arising out of or in connection with this Agreement or its subject-matter shall be subject to the exclusive jurisdiction of the Malta Arbitration Centre in accordance with the Arbitration Act (Cap. 387 of the Laws of Malta) and the arbitration rules of the Malta Arbitration Centre in force at the time of the dispute. Dedaub shall retain the right, at its option and for its exclusive benefit, to institute proceedings regarding or relating to Your use of the Service in the courts of law of the country in which You reside.
Waiver of Jury Trial: You and Dedaub waive their rights (if applicable) to a trial by jury relating to all claims and causes of action (including counterclaims) related to or arising out of this Agreement. This waiver shall also apply to any subsequent amendments or modifications to this Agreement.
No Class Actions: All claims between the parties, including parent companies and subsidiaries, related to this Agreement will be litigated individually and You will not consolidate or seek class treatment for any claim with respect to the Services.

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Terms of Service - Watchdog