Galileo
Terms of Service
BY CLICKING A BOX INDICATING YOUR ACCEPTANCE OF THESE GALILEO TERMS OF SERVICE (THIS “AGREEMENT”) OR BY EXECUTING AN ORDER FORM THAT REFERENCES THIS AGREEMENT (AN “ORDER FORM”) OR BY OTHERWISE USING OR ACCESSING THE GALILEO PRODUCTS (AS DEFINED BELOW) (THE “ACCEPTANCE”), YOU AGREE YOU HAVE READ AND ARE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY (WHICH WILL BE DEEMED TO BE THE CAES IF YOU SIGN UP FOR THE GALILEO PRODUCTS USING ANY EMAIL ADDRESS FROM YOUR EMPLOYER OR SUCH ENTITY), YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THIS AGREEMENT AND AGREE TO THIS AGREEMENT ON BEHALF OF SUCH ENTITY, IN WHICH CASE THE TERM “CUSTOMER” WILL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THIS AGREEMENT, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE GALILEO PRODUCTS.
This Agreement, by and between Customer and Galileo Technologies, Inc. (“Galileo”), is effective as of the date of Acceptance (the “Effective Date”) and governs Customer’s use of Galileo’s data intelligence tools for machine learning practitioners, including any software, documentation or data related thereto (the “Galileo Products”). Each of Galileo and Customer may be referred to herein individually as a “Party” or collectively as “Parties”.
1. ACCESS; RESTRICTIONS
1.1. Provision of Galileo Products. Subject to the terms and conditions of this Agreement and the applicable Order Form, Galileo hereby grants Customer the limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Galileo Products solely for Customer’s internal business purposes.
1.2. Customer Responsibilities. Customer is solely responsible for all information, data, text, prompts, queries, scripts, images, messages and other materials (“content”) that Customer uploads, submits, or otherwise use via the Galileo Products. Customer will (i) select username(s) and password(s) pursuant to which Customer may access the Galileo Products, (ii) use commercially reasonable efforts to prevent unauthorized access to or use of the Galileo Products and notify Galileo promptly of any such unauthorized access or use or any other known or suspected breach of security or misuse of the Galileo Products, (iii) be responsible for obtaining and maintaining any equipment, software and ancillary services needed to connect to, access or otherwise use the Galileo Product. Customer will be solely responsible for its failure to maintain such equipment, software and services, and Galileo will have no liability for such failure (including under any service level agreement, and (iv) be responsible for any actions taken by parties with access to such usernames and passwords, and Customer agrees not to disclose such usernames and passwords to any third parties (other than employees of Customer).
1.3. License Restrictions and Responsibilities. The rights granted herein are subject to the following restrictions (the “License Restrictions”). Customer will not directly or indirectly: (a) upload any personal data or personally identifiable information to the Galileo Products; (b) reverse engineer, decompile, disassemble, modify, create derivative works of or otherwise create, attempt to create or derive, or permit or assist any third party to create or derive, the source code underlying the Galileo Products; (c) attempt to probe, scan or test the vulnerability of the Galileo Products, breach the security or authentication measures of the Galileo Products without proper authorization or wilfully render any part of the Galileo Products unusable; (d) use or access the Galileo Product to develop a product or service that is competitive with Galileo’s products or services or engage in competitive analysis or benchmarking; (e) transfer, distribute, resell, lease, license, or assign the Galileo Products or otherwise offer the Galileo Products on a standalone basis; or (f) otherwise use the Galileo Products in violation of applicable law or outside the scope expressly permitted hereunder and in the applicable Order Form.
1.4. Data Security. Galileo will maintain a security program materially in accordance with industry standards that is designed to (i) ensure the security and integrity of Customer data submitted or uploaded by or on behalf of Customer to the Galileo Products (“Customer Data”); (ii) protect against threats or hazards to the security or integrity of Customer Data; and (iii) prevent unauthorized access to Customer Data.
2. PROPRIETARY RIGHTS
2.1. Proprietary Rights. Customer acknowledges and agrees that, as between the Parties, Galileo retains all right, title and interest in and to the Galileo Products and all intellectual property rights therein and thereto. Galileo grants no, and reserves any and all, rights other than the rights expressly granted to Customer under this Agreement with respect to the Galileo Products. Customer will acquire no right, title, or interest in and to the Galileo Products other than the limited licensed rights expressly granted under this Agreement. Notwithstanding the foregoing, Customer retains all right, title and interest in and to the Customer Data, other than the rights expressly granted to Galileo under this Agreement.
2.2. License to Customer Data. Customer hereby grants to Galileo a non-exclusive, worldwide, royalty-free, fully paid up, sublicenseable (through multiple tiers), transferable right and license to copy, distribute, display and create derivative works of and otherwise use solely to exercise its rights and perform its obligations under this Agreement.
2.3. Feedback. Customer may from time to time provide Galileo suggestions or comments for enhancements or improvements, new features or functionality or other feedback (“Feedback”) with respect to the Galileo Products. Galileo will have full discretion to determine whether or not to proceed with the development of any requested enhancements, new features or functionality. Galileo will have the full, unencumbered right, without any obligation to compensate or reimburse Customer, to use, incorporate and otherwise fully exercise and exploit any such Feedback in connection with its products and services.
2.4. Artificial Intelligence. Customer acknowledges that a fundamental component of the Galileo Products is the use of artificial intelligence for the purpose of improving and providing Galileo’s products and services. Notwithstanding anything to the contrary, Customer agrees that Galileo is hereby granted the right to use (during and after the term hereof) Customer Data to train its algorithms internally through machine learning techniques for such purpose.
2.5. Performance Metrics. Customer further agrees that Galileo has the right to aggregate, collect and analyze data and other information relating to the performance of the Galileo Products and shall be free (during and after the term hereof) to (i) use such data and other information to improve Galileo’s products and services, and (ii) disclose such data and other information solely in an aggregated and anonymized format that does not identify Customer or any individual.
3. FEES; PAYMENT TERMS
3.1. Fees. Customer will pay to Galileo any fees set forth on the ordering page or applicable Order Form, in accordance with the terms and conditions set forth herein. Except as otherwise specified herein or in any applicable Order Form, (a) fees are quoted and payable in United States dollars and (b) payment obligations are non-cancelable and non-pro-ratable for partial months, and fees paid are non-refundable.
3.2. Payment Terms. Unless otherwise stated in the Order Form, Galileo will provide an invoice to Customer for any fees due to Galileo. Customer will pay all fees to Galileo within thirty (30) days of receipt of any such invoice. If payment of any fees are not made when due and payable, a late fee will accrue at the rate of the lesser of one and one-half percent (1.5%) per month or the highest legal rate permitted by law. If any past due payment has not been received by Galileo within thirty (30) days from the time such payment is due, Galileo may suspend access to the Galileo Products until such payment is made.
3.3. Net of Taxes. All amounts payable by Customer to Galileo hereunder are exclusive of any sales, use and other taxes or duties, however designated, including without limitation, withholding taxes, royalties, know how payments, customs, privilege, excise, sales, use, value added taxes (collectively “Taxes”). Customer will be solely responsible for payment of any Taxes, except for those taxes based on the income of Galileo. Customer will not withhold any Taxes from any amounts due Galileo.
4. TERM; TERMINATION
4.1. Term. The term of this Agreement will commence on the Effective Date and continue until terminated in accordance with the terms and conditions of this Agreement.
4.2. Termination. Each party may terminate this Agreement upon written notice to the other party if there are no Order Forms then in effect. Each party may also terminate this Agreement or the applicable Order Form upon written notice in the event (a) the other party commits any material breach of this Agreement or the applicable Order Form and fails to remedy such breach within thirty (30) days after written notice of such breach or (b) subject to applicable law, upon the other party’s liquidation, commencement of dissolution proceedings or assignment of substantially all its assets for the benefit of creditors, or if the other party become the subject of bankruptcy or similar proceeding that is not dismissed within sixty (60) days.
4.3. Effect of Termination. In the event that this Agreement expires or is terminated for any reason, all rights with respect to the Galileo Products will immediately terminate, and Customer will (a) cease use of the Galileo Products; (b) return to Galileo or destroy, in Galileo’ sole discretion, all copies or other embodiments of Galileo’s Confidential Information; and (c) pay to Galileo all amounts due and owing under this Agreement.
4.4. Survival. Upon termination of this Agreement, all obligations in this Agreement will terminate, provided that Sections 1.2 (License Restrictions and Responsibilities), 2 (Proprietary Rights), 3 (Fees; Payment Terms), 4 (Term; Termination), 5 (Confidentiality), 6.2 (Disclaimer), 7 (Indemnification), 8 (Limitations of Liability), and 9 (Miscellaneous) will survive.
5. CONFIDENTIALITY
5.1. Definition of Confidential Information. “Confidential Information” means any information or data disclosed by either party that is marked or otherwise designated as confidential or proprietary or that should otherwise be reasonably understood to be confidential in light of the nature of the information and the circumstances surrounding disclosure. However, “Confidential Information” will not include any information which (a) is in the public domain through no fault of receiving party; (b) was properly known to receiving party, without restriction, prior to disclosure by the disclosing party; (c) was properly disclosed to receiving party, without restriction, by another person with the legal authority to do so; or (d) is independently developed by the receiving party without use of or reference to the disclosing party’s Confidential Information. For the avoidance of doubt, the Galileo Products is Confidential Information of Galileo.
5.2. Use and Disclosure of Confidential Information. Each party agrees that it will use the Confidential Information of the other party solely in accordance with the provisions of this Agreement and it will not disclose the same directly or indirectly, to any third party without the other party’s prior written consent, except as otherwise permitted hereunder. However, either party may disclose Confidential Information (a) to its employees, officers, directors, attorneys, auditors, financial advisors and other representatives who have a need to know and are legally bound to keep such information confidential by confidentiality obligations consistent with those of this Agreement; and (b) as required by law (in which case the receiving party will provide the disclosing party with prior written notification thereof, will provide the disclosing party with the opportunity to contest such disclosure, and will use its reasonable efforts to minimize such disclosure to the extent permitted by applicable law. Neither party will disclose the terms of this Agreement to any third party, except that either party may confidentially disclose such terms to actual or potential lenders, investors or acquirers. Each party agrees to exercise due care in protecting the Confidential Information from unauthorized use and disclosure. In the event of actual or threatened breach of the provisions of this Section or the License Restrictions, the non-breaching party will be entitled to seek immediate injunctive and other equitable relief, without waiving any other rights or remedies available to it. Each party will promptly notify the other in writing if it becomes aware of any violations of the confidentiality obligations set forth in this Agreement.
6. REPRESENTATIONS AND WARRANTIES; DISCLAIMER
6.1. Mutual. Each Party represents and warrants to the other Party that (a) such Party has the required power and authority to enter into this Agreement and to perform its obligations hereunder, (b) the execution of this Agreement and performance of its obligations thereunder do not and will not violate any other agreement to which it is a party, and (c) this Agreement constitutes a legal, valid and binding obligation when signed by both Parties.
6.2. Galileo. Galileo warrants that it will use reasonable efforts consistent with prevailing industry standards to maintain the Galileo Products in a manner which minimizes errors and interruptions. Notwithstanding the foregoing, the Galileo Products may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Galileo or by third-party providers, or because of other causes beyond Galileo’s reasonable control, but Galileo will use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption. Customer warrants that it has all rights necessary to provide any information, data or other materials that it provides hereunder, and to permit Galileo to use the same as contemplated hereunder.
6.3. Customer. Customer warrants that it has all rights necessary to provide any information, data or other materials that it provides hereunder, and to permit Galileo to use the same as contemplated hereunder.
6.4. Disclaimer. EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE GALILEO PRODUCTS ARE PROVIDED ON AN “AS-IS” BASIS AND GALILEO DISCLAIMS ANY ADDITIONAL REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW), OR STATUTORY, AS TO ANY MATTER WHATSOEVER. GALILEO EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, TITLE, AND NON-INFRINGEMENT. GALILEO DOES NOT WARRANT THAT THE GALILEO PRODUCTS ARE ERROR-FREE, OR THAT OPERATION OF THE GALILEO PRODUCTS WILL BE SECURE OR UNINTERRUPTED. CUSTOMER ACKNOWLEDGES AND AGREES THAT ANY USE OF THE INSIGHTS, DATA, INFORMATION, OR OTHER OUTPUT PROVIDED BY THE GALILEO PRODUCTS ARE AT CUSTOMER’S SOLE RISK AND THAT UNDER NO CIRCUMSTANCES WILL GALILEO BE LIABLE IN ANY WAY FOR ANY LOSS OR DAMAGE OF ANY KIND AS A RESULT OF THE USE OF THE GALILEO PRODUCTS. GALILEO IS NOT RESPONSIBLE OR LIABLE FOR ANY NON-GALILEO PRODUCTS, DOES NOT GUARANTEE THE CONTINUED AVAILABILITY THEREOF OR ANY INTEGRATION THEREWITH, AND MAY CEASE MAKING ANY SUCH INTEGRATION AVAILABLE IN ITS DISCRETION. “NON-GALILEO PRODUCT” MEANS A THIRD PARTY OR CUSTOMER WEB-BASED, MOBILE, OFFLINE OR OTHER SOFTWARE APPLICATION THAT INTEGRATES WITH THE GALILEO PRODUCTS (OTHER THAN THIRD PARTY DATA HOSTING SERVICES USED BY GALILEO. FOR CLARITY, THE GALILEO PRODUCTS EXCLUDE NON-GALILEO PRODUCTS.
Any output and information provided by the Galileo Products is for general informational purposes only and should not be construed as professional advice. The Galileo Products are not intended to replace, nor does it provide, legal, financial, tax, or financial advice. Galileo make no representations or warranties regarding the accuracy, completeness, or reliability of any output or information provided through the Galileo Products. By using the Galileo Products, Customer acknowledge and agree that any reliance on the output or other information provided is at Customer’s own risk.
6.5. No-Charge Products. Galileo may offer certain Galileo Products at no charge, including free accounts, trial use and pre-release, alpha or beta versions or features (collectively, “No-Charge Products”). Customer’s use of No-Charge Products is subject to any additional terms that Galileo may specify. Except as otherwise set forth in this Section, these Terms and Conditions apply to No-Charge Products. Galileo may modify or terminate Customer’s right to use No-Charge Products at any time. NOTWITHSTANDING ANYTHING TO THE CONTRARY, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GALILEO DISCLAIMS ALL OBLIGATIONS, WARRANTIES AND LIABILITIES WITH RESPECT TO NO-CHARGE PRODUCTS, INCLUDING ANY SERVICE LEVEL OR INDEMNITY OBLIGATIONS, AND GALILEO’S MAXIMUM AGGREGATE LIABILITY TO CUSTOMER IN RESPECT OF NO-CHARGE PRODUCTS WILL BE US$100.
7. INDEMNIFICATION
7.1 Indemnification by Galileo. Galileo will defend Customer against any claim, demand, suit, or proceeding (“Claim”) made or brought against Customer by a third party alleging that the use of the Galileo Products as permitted hereunder infringes or misappropriates a United States patent, copyright or trade secret and will indemnify Customer for any damages finally awarded against Customer (or any settlement approved by Galileo) in connection with any such Claim; provided that (a) Customer will promptly notify Galileo of such Claim, (b) Galileo will have the sole and exclusive authority to defend and/or settle any such Claim (provided that Galileo may not settle any Claim without Customer’s prior written consent, which will not be unreasonably withheld, unless it unconditionally releases Customer of all related liability) and (c) Customer reasonably cooperates with Galileo in connection therewith. If the use of the Galileo Products by Customer has become, or in Galileo’s opinion is likely to become, the subject of any claim of infringement, Galileo may at its option and expense (i) procure for Customer the right to continue using and receiving the Galileo Products as set forth hereunder; (ii) replace or modify the Galileo Products to make it non-infringing (with comparable functionality); or (iii) if the options in clauses (i) or (ii) are not reasonably practicable, terminate this Agreement and provide a pro rata refund of any prepaid fees corresponding to the terminated portion of the applicable subscription term. Galileo will have no liability or obligation with respect to any Claim if such Claim is caused in whole or in part by (A) compliance with designs, guidelines, plans or specifications provided by Customer; (B) use of the Galileo Products by Customer not in accordance with this Agreement; (C) modification of the Galileo Products by any party other than Galileo without Galileo’s express consent; (D) Customer Confidential Information or (E) the combination, operation or use of the Galileo Products with other applications, portions of applications, product(s) or services where the applicable Galileo Product would not by itself be infringing (clauses (A) through (E), “Excluded Claims”). This Section states Galileo’s sole and exclusive liability and obligation, and Customer’s exclusive remedy, for any claim of any nature related to infringement or misappropriation of intellectual property.
7.2. Indemnification by Customer. Customer will defend Galileo against any Claim made or brought against Galileo by a third party arising out of the Excluded Claims, and Customer will indemnify Galileo for any damages finally awarded against Galileo (or any settlement approved by Customer) in connection with any such Claim; provided that (a) Galileo will promptly notify Customer of such Claim, (b) Customer will have the sole and exclusive authority to defend and/or settle any such Claim (provided that Customer may not settle any Claim without Galileo’s prior written consent, which will not be unreasonably withheld, unless it unconditionally releases Galileo of all liability) and (c) Galileo reasonably cooperates with Customer in connection therewith.
8. LIMITATIONS OF LIABILITY
EXCEPT FOR A PARTY’S INDEMNIFICATION OBLIGATIONS, A BREACH OF CONFIDENTIALITY OR THE LICENSE RESTRICTIONS, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE, WILL EITHER PARTY BE LIABLE TO THE OTHER UNDER THIS AGREEMENT FOR (A) 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 CONTENT OR DATA, EVEN IF A REPRESENTATIVE OF SUCH PARTY HAS BEEN ADVISED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, OR (B) EXCLUDING CUSTOMER’S PAYMENT OBLIGATIONS, ANY AGGREGATE DAMAGES, COSTS, OR LIABILITIES IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER UNDER THE APPLICABLE ORDER FORM DURING THE TWELVE (12) MONTHS PRECEDING THE INCIDENT OR CLAIM.7.2. Indemnification by Customer. Customer will defend Galileo against any Claim made or brought against Galileo by a third party arising out of the Excluded Claims, and Customer will indemnify Galileo for any damages finally awarded against Galileo (or any settlement approved by Customer) in connection with any such Claim; provided that (a) Galileo will promptly notify Customer of such Claim, (b) Customer will have the sole and exclusive authority to defend and/or settle any such Claim (provided that Customer may not settle any Claim without Galileo’s prior written consent, which will not be unreasonably withheld, unless it unconditionally releases Galileo of all liability) and (c) Galileo reasonably cooperates with Customer in connection therewith.
9. MISCELLANEOUS
9.1. Publicity. Customer agrees that Galileo may refer to Customer’s name and trademarks in Galileo’s marketing materials and website; however, Galileo will not use Customer’s name or trademarks in any other publicity (e.g., press releases, customer references and case studies) without Customer’s prior written consent (which may be by email).
9.2. Assignment; Delegation. Neither party hereto may assign or otherwise transfer this Agreement, in whole or in part, without the other party’s prior written consent, except that either party may assign this Agreement without consent to a successor to all or substantially all of its assets or business related to this Agreement. Any attempted assignment, delegation, or transfer by either party in violation hereof will be null and void. Subject to the foregoing, this Agreement will be binding on the parties and their successors and assigns.
9.3. Amendment. Galileo reserves the right in its sole discretion and at any time and for any reason to modify these Terms and Conditions. If Galileo does so, it will post the changes on this page and will indicate at the top of this page the date this Agreement was last revised. Galileo will also notify Customer, either through the Galileo Product user interface, in an email notification or through other reasonable means. It is Customer’s responsibility to review these Terms and Conditions from time to time for any changes or modifications. Any such changes will become effective no earlier than fourteen (14) days after being posted, except that changes addressing new functions of the Galileo Product or changes made for legal reasons may become effective immediately; provided, however, that with respect to each Order Form, any modifications to these Terms and Conditions shall become effective upon the date of Customer’s next renewal of such Order Form. If Customer does not agree to the modified Terms and Conditions, Customer may provide notice of Customer’s non-renewal at any point prior to the Customer’s next renewal. Except as set forth in this Section, no amendment or modification to this Agreement, nor any waiver of any rights hereunder, will be effective unless assented to in writing by both parties.
9.4. Waiver. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. Any such waiver will be only to the specific provision and under the specific circumstances for which it was given, and will not apply with respect to any repeated or continued violation of the same provision or any other provision. Failure or delay by either party to enforce any provision of this Agreement will not be deemed a waiver of future enforcement of that or any other provision.
9.5. Relationship. Nothing contained herein will in any way constitute any association, partnership, agency, employment or joint venture between the parties hereto, or be construed to evidence the intention of the parties to establish any such relationship. Neither party will have the authority to obligate or bind the other in any manner, and nothing herein contained will give rise or is intended to give rise to any rights of any kind to any third parties.
9.6. Unenforceability. If a court of competent jurisdiction determines that any provision of this Agreement is invalid, illegal, or otherwise unenforceable, such provision will be enforced as nearly as possible in accordance with the stated intention of the parties, while the remainder of this Agreement will remain in full force and effect and bind the parties according to its terms.
9.7. Governing Law; Dispute Resolution. This Agreement shall be governed by the laws of the State of California, without regard to conflict of law principles thereof. All disputes arising out of the Agreement will be resolved by arbitration before the Judicial Arbitration and Mediation Services, Inc. (“JAMS”), by a commercial arbitrator who shall be selected from the appropriate list of JAMS arbitrators in accordance with such Arbitration Rules and Procedures. All such arbitration will be conducted in San Francisco, California. The arbitrator shall have the authority to grant specific performance as well as any other remedy authorized by law and to allocate between the parties the costs of arbitration (including service fees, arbitrator fees and all other fees related to the arbitration) in such equitable manner as the arbitrator may determine. The decision of the arbitrator shall be binding and conclusive upon the parties. In the event of any legal action or arbitration proceeding brought for the enforcement of this Agreement, the prevailing party shall be entitled to seek to recover reasonably incurred attorney’s fees and costs.
9.8. Notices. All notices under this Agreement will be in writing and sent to the recipient’s address provided, and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or email; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested.
9.9. Entire Agreement. This Agreement comprises the entire agreement between Customer and Galileo with respect to its subject matter, and supersedes all prior and contemporaneous proposals, statements, sales materials or presentations and agreements (oral and written). No oral or written information or advice given by Galileo, its agents or employees will create a warranty or in any way increase the scope of the warranties in this Agreement.
9.10. Force Majeure. Neither Party will be deemed in breach hereunder for any cessation, interruption or delay in the performance of its obligations due to causes beyond its reasonable control, including earthquake, flood, or other natural disaster, act of God, labor controversy, civil disturbance, terrorism, war (whether or not officially declared), cyber attacks (e.g., denial of service attacks), or the inability to obtain sufficient supplies, transportation, or other essential commodity or service required in the conduct of its business, or any change in or the adoption of any law, regulation, judgment or decree.
9.11. Export Compliance. Each party will comply with the export laws and regulations of the United States, European Union and other applicable jurisdictions in providing and using the Galileo Products.
9.12. Government Terms. Galileo provides the Galileo Products, including related software and technology, for ultimate federal government end use solely in accordance with the terms of this Agreement. If Customer is an agency, department, or other entity of any government, the use, duplication, reproduction, release, modification, disclosure, or transfer of the Galileo Products, or any related documentation of any kind, including technical data, software, and manuals, is restricted by the terms of this Agreement. All other use is prohibited and no rights than those provided in this Agreement are conferred. The Galileo Products were developed fully at private expense.