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- Добавлено: j. "Supabase" means Supabase Pte. Ltd., a Singapore corporate entity, with a place of business located at 65 Chulia Street #38-02/03, OCBC Centre, Singapore 049513, or its affiliate, as applicable. For clarity, unless an Order expressly specifies otherwise, the Supabase entity contracting with Customer hereunder will be (i) Supabase, Inc., having its registered address at 3500 S. DuPont Highway, Dover, Kent County, DE 19901, if Customer is purchasing via the marketplace operated by Amazon Web Services, Inc. or its affiliates, located at https://aws.amazon.com/marketplace, as it may be updated from time to time ("AWS Marketplace"), or (ii) Supabase Pte. Ltd., a Singapore corporate entity with a place of business located at 65 Chulia Street #38-02/03, OCBC Centre, Singapore 049513, if Customer is not purchasing via AWS Marketplace.
- Добавлено: l. "Supplemental Terms" means the additional terms that apply to certain Services, features, or functionalities, or to certain customers, currently available at https://supabase.com/legal/customer-resources/supplemental-terms.
- Добавлено: c. Beta Releases#
- Добавлено: From time to time, Supabase may make available to Customer certain alpha, beta, pilot, preview, early access, or other pre-general availability products, services, features, or functionality (collectively, "Beta Releases"). Supabase will designate each Beta Release as "alpha," "beta," or with a similar designation, and Customer's use of any Beta Release is optional. Beta Releases are provided "AS IS" and "AS AVAILABLE" and, notwithstanding anything to the contrary in this Agreement, Supabase makes no representations or warranties of any kind with respect to any Beta Release and has no support, service level, indemnification, or other obligations with respect thereto. Customer acknowledges that Beta Releases may contain bugs, errors, or other defects and agrees that its use of any Beta Release is at Customer's own risk. To the maximum extent permitted by applicable law, and notwithstanding anything to the contrary in this Agreement (including Section 11), Supabase will not be liable for any damages, losses, or liabilities arising from Customer's or any Authorized User's use of any Beta Release, including, without limitation, data loss, business interruption, or security vulnerabilities; provided, however, that this limitation will not apply to damages caused by Supabase's willful misconduct. Supabase may modify, suspend, or discontinue any Beta Release at any time, with or without notice, and makes no commitment that any Beta Release will be made generally available. Supabase reserves the right to delete all Customer Data submitted to or through such Beta Release, and Customer is solely responsible for exporting or retaining backup copies of any Customer Data it submits to a Beta Release.
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These Terms of Service (this "Agreement") are a binding contract between you ("Customer," "you," or "your") and SUPABASE
PTE. LTD., a Singapore entity with a registered address of 65 ChuliaStreet#38-02/03,OCBCCentre,Singapore049513("Supabase," "we,"or "us"). This Agreement governs your access to and use of the Cloud Services, except to the extent that Customer has entered into an Order or separate agreement with Supabase that expressly incorporates different terms, in which case those other terms will govern. Supabase and Customer may be referred to herein collectively as the "Parties" or individually as a "Party." Стало These Terms of Service (this "Agreement") are a binding contract between you ("Customer," "you," or "your") and Supabase , as defined below in Section 1 ("we " or "us"). This Agreement governs your access to and use of the Cloud Services, except to the extent that Customer has entered into an Order or separate agreement with Supabase that expressly incorporates different terms, in which case those other terms will govern. Supabase and Customer may be referred to herein collectively as the "Parties" or individually as a "Party." - Изменено: Было c. "Customer Data" means information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of Customer or an Authorized User through the Services; provided that, for purposes of clarity, Customer Data does not include Aggregated Data. Стало c. "Customer Data" means information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of Customer or an Authorized User through the Services or any Beta Release ; provided that, for purposes of clarity, Customer Data does not include Aggregated Data.
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d.
“Data Processing Addendum”means the Data Processing Addendum available at https://supabase.com/legal/customer-resources/data-processing-addendum, or, if the Parties have a separately executed agreement in effect that covers the same subject matter, the separately executed agreement. Стало d. " Data Processing Addendum " means the Data Processing Addendum available at https://supabase.com/legal/customer-resources/data-processing-addendum, or, if the Parties have a separately executed agreement in effect that covers the same subject matter, the separately executed agreement. -
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d. "Documentation" means Supabase's end user documentation relating to the Services available at supabase.io. Стало e . "Documentation" means Supabase's end user documentation relating to the Services available at supabase.io.
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e. "Harmful Code" means any software, hardware, or other technology, device, or means, including any virus, worm, malware, or other malicious computer code, the purpose or effect of which is to permit unauthorized access to, or to destroy, disrupt, disable, distort, or otherwise harm or impede in any manner any (i) computer, software, firmware, hardware, system, or network; or (ii) any application or function of any of the foregoing or the security, integrity, confidentiality, or use of any data processed thereby. Стало f . "Harmful Code" means any software, hardware, or other technology, device, or means, including any virus, worm, malware, or other malicious computer code, the purpose or effect of which is to permit unauthorized access to, or to destroy, disrupt, disable, distort, or otherwise harm or impede in any manner any (i) computer, software, firmware, hardware, system, or network; or (ii) any application or function of any of the foregoing or the security, integrity, confidentiality, or use of any data processed thereby. -
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f. "Order" means: (i) the purchase order, order form, or other ordering document entered into by the Parties that incorporates this Agreement by reference; or (ii) if Customer registered for the Services through Supabase's online ordering process, the results of such online ordering process. Стало g . "Order" means: (i) the purchase order, order form, or other ordering document entered into by the Parties that incorporates this Agreement by reference; or (ii) if Customer registered for the Services through Supabase's online ordering process, the results of such online ordering process. -
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g. "Personal Information" means any information that, individually or in combination, does or can identify a specific individual or by or from which a specific individual may be identified, contacted, or located, including without limitation all data considered "personal data", "personally identifiable information", or something similar under applicable laws, rules, or regulations relating to data privacy. Стало h . "Personal Information" means any information that, individually or in combination, does or can identify a specific individual or by or from which a specific individual may be identified, contacted, or located, including without limitation all data considered "personal data", "personally identifiable information", or something similar under applicable laws, rules, or regulations relating to data privacy. -
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h. "Services" means Supabase's proprietary hosted software platform, as made available by Supabase to Authorized Users from time to time. Стало i . "Services" means Supabase's proprietary hosted software platform, as made available by Supabase to Authorized Users from time to time. For the avoidance of doubt, "Services" excludes Beta Releases (as defined in Section 9(c)). -
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i. "Supabase IP" means the Services, the Documentation, and any and all intellectual property provided to Customer or any Authorized User in connection with the foregoing. For the avoidance of doubt, Supabase IP includes Aggregated Data and any information, data, or other content derived from Supabase's provision of the Services but does not include Customer Data. Стало k . "Supabase IP" means the Services, the Documentation, and any and all intellectual property provided to Customer or any Authorized User in connection with the foregoing. For the avoidance of doubt, Supabase IP includes Aggregated Data and any information, data, or other content derived from Supabase's provision of the Services but does not include Customer Data. -
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j. "Third-Party Products" means any third-party products provided with, integrated with, or incorporated into the Services. Стало m . "Third-Party Products" means any third-party products provided with, integrated with, or incorporated into the Services. -
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k. "Usage Limitations" means the usage limitations set forth in this Agreement and the Order, including without limitation any limitations on the number of Authorized Users (if any), and the applicable product, pricing, and support tiers agreed-upon by the Parties. Стало n . "Usage Limitations" means the usage limitations set forth in this Agreement and the Order, including without limitation any limitations on the number of Authorized Users (if any), and the applicable product, pricing, and support tiers agreed-upon by the Parties. - Изменено: Было Subject to and conditioned on Customer's compliance with the terms and conditions of this Agreement, including without limitation the Usage Limitations, Supabase will make available to Customer during the Subscription Period, on a non-exclusive, non-transferable (except in compliance with Section 14(g)), and non-sublicensable basis, access to and use of the Services, solely for use by Authorized Users. Such use is limited to Customer's internal business purposes and the features and functionalities specified in the Order. Supabase shall provide to Customer the necessary access credentials to allow Customer to access the Services. Стало Subject to and conditioned on Customer's compliance with the terms and conditions of this Agreement, including without limitation the Usage Limitations, Supabase will make available to Customer during the Subscription Period, on a non-exclusive, non-transferable (except in compliance with Section 14(g)), and non-sublicensable basis, access to and use of the Services, solely for use by Authorized Users. Such use is limited to Customer's internal business purposes and the features and functionalities specified in the Order. Supabase shall provide to Customer the necessary access credentials to allow Customer to access the Services. Certain Services, features, or functionalities may be subject to Supplemental Terms, which are incorporated into this Agreement by reference and apply to Customer's access to and use of the applicable Services, features, or functionalities, as expressly defined in the Supplemental Terms. Supabase may also use the Supplemental Terms to address requirements of law relevant to Customer's access to and use of the Services.
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Where paid for services are agreed between Supabase and Customer per
theOrder, Customer shall pay Supabase the fees ("Fees") identified in the Order without offset or deduction at thecadence identified in theOrder(e.g., monthly or annually). Fees paid by Customer are non-refundable. If Customer fails to make any payment when due, and Customer has not notified Supabase in writing within ten (10) days of the payment becoming due and payable that the payment is subject to a good faith dispute, without limiting Supabase's other rights and remedies: (i) Supabase may charge interest on the undisputed past due amount at the rate of 1.5% per month, calculated daily and compounded monthly or, if lower, the highest rate permitted under applicable law; (ii) Customer shall reimburse Supabase for all reasonable costs incurred by Supabase in collecting any late payments or interest, including attorneys' fees, court costs, and collection agency fees; and (iii) if such failure continues for ten (10) days or more, Supabase may suspend Customer's and its Authorized Users' access to any portion or all of the Services until such amounts are paid in full. Стало Where paid for services are agreed between Supabase and Customer per an Order, or are purchased by Customer through Customer's account on the Services, Customer shall pay Supabase the fees ("Fees") identified in the applicable Order or, if none, as stated by Supabase from time to time, without offset or deduction at the applicable cadence (e.g., monthly or annually). Customer authorizes Supabase to charge the payment method provided in Customer's account for all Fees . Notwithstanding the foregoing, where Customer purchases via AWS Marketplace, Customer will pay the Fees through AWS Marketplace in accordance with the terms applicable to AWS Marketplace. Fees paid by Customer are non-refundable. Where Customer purchased the applicable Services via AWS Marketplace, any refund owed to Customer under this Agreement will be paid or credited back through the AWS Marketplace, and not directly by Supabase to Customer. If Customer fails to make any payment when due, and Customer has not notified Supabase in writing within ten (10) days of the payment becoming due and payable that the payment is subject to a good faith dispute, without limiting Supabase's other rights and remedies: (i) Supabase may charge interest on the undisputed past due amount at the rate of 1.5% per month, calculated daily and compounded monthly or, if lower, the highest rate permitted under applicable law; (ii) Customer shall reimburse Supabase for all reasonable costs incurred by Supabase in collecting any late payments or interest, including attorneys' fees, court costs, and collection agency fees; and (iii) if such failure continues for ten (10) days or more, Supabase may suspend Customer's and its Authorized Users' access to any portion or all of the Services until such amounts are paid in full. -
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Upon expiration or earlier termination of this Agreement, Customer shall immediately discontinue use of the Supabase IP and, without limiting Customer's obligations under Section 6, Customer shall delete, destroy, or return all copies of the Supabase IP and certify in writing to
theSupabase that the Supabase IP has been deleted or destroyed. No expiration or termination will affect Customer's obligation to pay all Fees that may have become due before such expiration or termination or entitle Customer to any refund. Стало Upon expiration or earlier termination of this Agreement, Customer shall immediately discontinue use of the Supabase IP and, without limiting Customer's obligations under Section 6, Customer shall delete, destroy, or return all copies of the Supabase IP and certify in writing to Supabase that the Supabase IP has been deleted or destroyed. No expiration or termination will affect Customer's obligation to pay all Fees that may have become due before such expiration or termination or entitle Customer to any refund. -
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This Agreement, together with any other documents incorporated herein by reference, constitutes the sole and entire agreement of the Parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter. In the event of any inconsistency between the statements made in the body of this Agreement,
therelatedExhibits, and any other documents incorporated herein by reference, the following order of precedence governs: (i) first, this Agreement; and (ii)second, any other documents incorporated herein by reference. Стало This Agreement, together with any applicable Supplemental Terms and any other documents incorporated herein by reference, constitutes the sole and entire agreement of the Parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter. In the event of any inconsistency between the statements made in the body of this Agreement, any applicable Supplemental Terms , and any other documents incorporated herein by reference, the following order of precedence governs: (i) first, any applicable Supplemental Terms, solely with respect to the specific Services, features, or functionalities to which they apply; (ii) second, this Agreement; and ( iii ) third , any other documents incorporated herein by reference. For clarity, the terms of AWS Marketplace apply solely with respect to the payment matters described in Section 5(a) and do not otherwise amend or supersede this Agreement. -
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All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a "Notice") must be in writing and
addressedtothePartiesattheaddressesset forthonthefirstpageofthisAgreementor as identified on the OrderForm(or to such other address that may be designated by the Party giving Notice from time to time in accordance with this Section). All Noticesmust be delivered by personal delivery, nationally recognized signed for on delivery courier (with all fees pre-paid), or email (with confirmation of transmission). All email Noticesto Supabase must be sent to legal@supabase.io. Except as otherwise provided in this Agreement, a Notice is effective only: (i) upon receipt by the receiving Party; and (ii) if the Party giving the Notice has complied with the requirements of this Section 14(b). Notwithstanding the foregoing, Customer hereby consents to receiving electronic communications from Supabase, which may include notices about applicable fees and charges, transactional information, and other information concerning or related to the Services. Customer agrees that any notices, agreements, disclosures, or other communications that Supabase sends to Customer electronically will satisfy any legal communication requirements, including that such communications be in writing. Стало All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a "Notice") must be in writing and sent by email (with confirmation of transmission), in the case of Notices to Supabase, to the address set forth below, and in the case of Notices to Customer, to the email address associated with Customer's account on the Services or as identified on the Order (or to such other email address that may be designated by the Party giving Notice from time to time in accordance with this Section). All Notices to Supabase must be sent to legal@supabase.io. Except as otherwise provided in this Agreement, a Notice is effective only: (i) upon receipt by the receiving Party; and (ii) if the Party giving the Notice has complied with the requirements of this Section 14(b). Notwithstanding the foregoing, Customer hereby consents to receiving electronic communications from Supabase, which may include notices about applicable fees and charges, transactional information, and other information concerning or related to the Services. Customer agrees that any notices, agreements, disclosures, or other communications that Supabase sends to Customer electronically will satisfy any legal communication requirements, including that such communications be in writing.