Please review these terms and conditions (“Terms”) carefully.

THIS IS A LEGALLY BINDING AGREEMENT BETWEEN DOPPLER TECHNOLOGIES, INC. (“DOPPLER”, “WE”, “US”, AND/OR “OUR”) AND YOU. BY USING THE SERVICES (DEFINED BELOW) IN ANY MANNER, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD ALL OF THE TERMS, HAVE TAKEN THE TIME AND ASSISTANCE NEEDED TO COMPREHEND THE CONSEQUENCES OF ACCEPTING THIS AGREEMENT, AND AGREE TO BE BOUND BY AND A PARTY TO THESE TERMS TO THE EXCLUSION OF ALL OTHER TERMS TO THE CONTRARY, EXCEPT AS SPECIFICALLY PROVIDED HEREIN. DO NOT USE THE SERVICES IF YOU ARE UNWILLING OR UNABLE TO BE BOUND BY THIS AGREEMENT.

Doppler and you are hereinafter referred to from time to time, individually as “Party” and collectively as “Parties.”

1. About the Services

We provide our services via our owned and operated websites, including https://www.doppler.com/ and https://share.doppler.com/ (“Sites”), our cloud-based secrets management platform (“Platform”), and related content, features, applications, and other services, including without limitation all online publications, new features, and applications (collectively with the Sites and Platform, the “Services”). You can browse our Sites pursuant to these Terms. If you would like to access our Platform, you must enter into the Doppler Terms of Service, Doppler Software Subscription Agreement or other similar agreement (“Agreement”) and complete the registration process to create an account for yourself or the legal entity you represent (and if applicable, any other individuals you designated as “authorized users” pursuant to such Agreement). Notwithstanding anything to the contrary herein, in the event any Agreement you or the legal entity you represent may have with Doppler regarding the Services conflicts with these Terms, that Agreement (and not these Terms) will prevail to the extent necessary to resolve the inconsistency or conflict. Not all Site features may work with all mobile devices or mobile service carriers.

2. Acceptance

2.1 Representations. By accessing or using our Services, including without limitation, our Sites, you accept these Terms as binding and confirm:

• You are of legal age in the jurisdiction in which you reside to form a contract with us;
• You have not been previously suspended or banned from using the Services;
• Your use of the Services is in compliance with any and all applicable laws and regulations; and
• You have the authority to enter into these Terms.

2.2 Privacy Notice. Our Privacy Notice is hereby incorporated into and forms an integral part of these Terms. Please read this notice carefully as it describes how we handle the personal information we collect from and about you in connection with your use of and access to the Sites and other Services. Where processing is based on consent and to the extent permitted by law, by entering into these Terms, you consent to Doppler’s collection, use, and disclosure of your personal information as described in the Privacy Notice.

3. Modifications

3.1 Changes to Terms. To the extent allowed by law, we reserve the right, in our sole discretion, to modify these Terms or our Privacy Notice at any time. You should review these Terms and our Privacy Notice regularly. If we make material changes, we will provide you with additional notice, such as posting a statement on our Sites or sending you an email notification, if we have your email address on file. Your continued use of the Services on or after such changes have become effective constitutes acceptance of those changes, to the extent permitted by law. We will not have any liability to you for any of the foregoing actions. If you object to any such changes, your sole recourse is to stop using our Sites and other Services.

3.2 Changes to Services. Doppler reserves the right to modify or discontinue the Services (or any part thereof) at any time. This may include adding new features, updating existing features, or removing features or functionality from the Services, temporarily or permanently. You agree that we will not have any liability to you for the foregoing actions. If you object to any such changes, your sole recourse is to stop using the Services. Continued use of the Services after the date any such changes take effect constitutes your agreement to such changes.

4. Accessing the Services

4.1 General. We grant you permission to access and use the Services subject to the restrictions set out in these Terms. It is a condition of your use of the Services that the information you provide about yourself isaccurate, current, and complete and that you to maintain and promptly update such information to keep it accurate, current, and complete. You may be asked to verify that you are over the applicable age limit to access our Services and you hereby agree that you shall not misrepresent your age. We reserve the right, in our sole discretion, to refuse, suspend, or terminate your access to the Services upon discovery (or reasonable suspicion) that any information you have provided via the Services is not true, accurate, or complete, or otherwise violates these Terms.

4.2 Acceptable Use. You may use our Services only for lawful purposes and in accordance with these Terms. We are under no obligation to enforce the Terms on your behalf against another user. We encourage you to let us know if you believe another user has violated these Terms or otherwise engaged in prohibited or illegal conduct.

You agree not to, and will not assist, encourage, or enable others to use our Services as follows:

• For any commercial purpose, except as expressly permitted under these Terms.
• For competitive analysis or to build competitive products.
• To violate any applicable national, regional, federal, state, local, or international law or regulation.
• To create, send, knowingly receive, display, transmit, upload, download, use, or reuse any material which:
  • Is, or contains any material which is, defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable;
  • Infringes any patent, trademark, trade secret, copyright, or other intellectual property rights of any other person;
  • Violates or assists in the violation of legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations, or that otherwise may be in conflict with these Terms and/or our Privacy Notice; or
  • Is likely to deceive or confuse any person.
• In violation of these Terms or any other rules or policies posted by us on the Services.
• To reverse engineer any portion of the Services.
• To modify, adapt, appropriate, reproduce, distribute, translate, create derivative works or adaptations of, publicly display, sell, trade, or in any way exploit the Services, except as expressly authorized by us.
• To remove or modify any copyright, trademark, or other proprietary rights notice that appears on any portion of the Services or on any materials printed or copied from the Services.
• To record, process, harvest, collect, or mine information about other users.
• To access, retrieve, or index any portion of the Services for the purposes of constructing or populating a searchable database.
• To use any robot, spider, or other automatic device, process, or means to access the Services for any purpose.
• To use the Services to transmit any computer viruses, worms, defects, Trojan horses, or other items of a destructive nature.
• To use the Services to violate the security of any computer network, crack passwords, or security encryption codes.
• To remove, circumvent, disable, damage, or otherwise interfere with any security-related features or other restrictions of the Services.
• To attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services is stored, or any server, computer, or database connected to the Services.
• To attack the Services via a denial-of-service attack or a distributed denial-of-service attack.
• To otherwise attempt to interfere with the proper working of the Services.

4.3 Suspension or Termination of Access. If we determine (or reasonably believe) that you have breached the acceptable use terms set out in Section 4.2 above or (i) are using our Services for any unlawful purpose or deceptive purpose; (ii) pose a threat to us or our other users; or (iii) are violating the intellectual property rights of Doppler or any third party, we reserve the right to suspend or permanently bar you from accessing our Services. We may further notify relevant third parties, including law enforcement as applicable. Unauthorized or other misuse of the Services may result in criminal and/or civil prosecution under federal state, and local law or applicable regulations. If you become aware of misuse of our Services, please contact us at support@doppler.com.

5. Intellectual Property Rights

5.1 Services IP. Intellectual property rights, titles, and interests in and to all text, images, graphics, logos, button icons, photographs, video and audio files, data associated with the Site and any other portion of the Services and the selection, arrangement, structure, coordination, and “look and feel” thereof as well as the Doppler name and logo belong to Doppler, its licensors, or other content suppliers (“Services IP”). Unless otherwise expressly authorized herein or by us in writing, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, creative derivative works from, modify, sell, resell, exploit, transfer, or upload the Services IP or any portion thereof.

5.2 License to Services IP. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to use Services IP solely for your personal, non-commercial use. Any rights not expressly granted herein are reserved by Doppler, its licensors, or other content suppliers.

5.3 User Content. With respect to any content or other materials you upload through the Services (“User Content”), you represent and warrant that you own all right, title, and interest in and to such content, including, without limitation, all copyrights and rights of publicity contained therein, and that you have all required rights to post or transmit such content or other materials without violating any third party’s rights. You understand and agree that any liability, loss, or damage arising from or relating to any User Content that you post, upload, link to, or otherwise make available via the Services is solely your responsibility. By uploading User Content, you hereby grant Doppler a non-exclusive, worldwide, royalty-free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, adapt, perform, publish, distribute, store, modify, and otherwise use your User Content in any and all media, form, medium, technology, or distribution methods now known or later developed and for any and all purposes.

5.5 Feedback. From time to time, you may provide us with comments, suggestions, or ideas for enhancements or improvements, including new features, materials, and other content (“Feedback”). Doppler shall have the full, unencumbered right, to use, incorporate, and otherwise fully exercise and exploit any such Feedback, for any purpose, commercial or otherwise, without notice to you or acknowledgement or compensation to you.

5.6 Complaints and Copyright Takedown Requests. If you believe your intellectual property is being violated via our Services, please submit a complaint and request for takedown of specific material to legal@doppler.com. Be sure to provide us with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of the location on the Site and the material you claim is infringing; (iv) your address, telephone number, and email address; (v) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.

Please note that this procedure is exclusively for notifying us that your copyrighted material has been infringed. The preceding requirements are intended to comply with our rights and obligations under the Digital Millennium Copyright Act (“DMCA”), including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.

In accordance with the DMCA and other applicable law, we have adopted a policy of blocking, in appropriate circumstances, users who are deemed to be repeat infringers. We may also in our sole discretion limit access to the Sites or any other portion of the Services for any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

6. Links to Other Websites and Third-Party Content

We may provide links to third-party websites, services, and applications that are not operated or controlled by us.These Terms do not apply the practices of those third parties. The fact that we link to a website, service, or application is not an endorsement, authorization, or representation of our affiliation with that third party. We encourage you to review the terms of use and privacy notices of any third-party service before using such service or providing any personal information to or through them.

7. Consent to Receive Communications in Electronic Form

For all notices and communications relating to these Terms, you (i) consent to receive communications from us in electronic form via the email you have submitted; and (ii) agree that these Terms (including all updates thereto), agreements, notices, disclosures, and other communications that we may provide to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. The foregoing does not affect your non-waivable rights.

We may also use your email address to send you other messages, including to (i) respond to your requests, inquiries, comments, and suggestions; and (ii) to communicate with you about products, services, offers, promotions, and events we offer and provide news and information we think will be of interest to you. You can opt out of receiving our promotional communications at any time by following the instructions included in those communications or by contacting us at support@doppler.com.

8. Warranty Disclaimer

THE SERVICES, INCLUDING WITHOUT LIMITATION ALL SERVICES IP MADE AVAILABLE VIA THE SITES OR OTHER SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”.WHILE REASONABLE EFFORTS HAVE BEEN MADE TO ENSURE SUCH MATERIALS ARE ACCURATE AND RELIABLE WHEN POSTED, THE MATERIALS MIGHT NOT BE ACCURATE, COMPLETE, CURRENT, OR ERROR-FREE. ALL CONTENT IS PROVIDED FOR INFORMATION PURPOSES ONLY. THE RELIANCE ON ANY INFORMATION PROVIDED THROUGH THE SERVICES IS SOLELY AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, WE DISCLAIM ALL TERMS, CONDITIONS, GUARANTIES, REPRESENTATIONS AND WARRANTIES (EXPRESS, IMPLIED, STATUTORY, AND OTHERWISE), IN RESPECT OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, THOSE OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE, QUALITY, AND FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO GUARANTEE THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL ACCESSIBLE THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS. WE SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND OUR REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, DELAYS AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS.

DOPPLER DOES NOT GUARANTEE THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, INCLUDING WITHOUT LIMITATION ANY OBLIGATIONS APPLICABLE TO THE HEALTHCARE, PAYMENT PROCESSING, AND FINANCIAL SERVICES INDUSTRIES OR GOVERNMENT AGENCIES. YOU ARE SOLELY RESPONSIBLE FOR DETERMINING WHETHER DOPPLER SERVICES ARE APPROPRIATE FOR YOUR INTENDED USE.

9. Indemnification

You agree to release, indemnify, and hold harmless Doppler against all losses, damages, expenses (including reasonable attorney’s fees, rights, claims, actions of any kind and injury (including death) made or brought against us by a third party arising out of (i) your breach of these Terms; (ii) your violation of applicable laws; (iii) your violation of the rights of any third party, including intellectual property rights; and (ii) your negligence or willful misconduct. Your indemnification obligations survive expiration or termination of these Terms.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL DOPPLER BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES ARISING OUT OF OR RELATED TO YOUR USE OFOR INABILITY TO USE THE DOPPLER SITES OR OTHER SERVCIES, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE), AND EVEN IF DOPPLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGE, OR IF SUCH LOSSES OR DAMAGES WERE FORESEEABLE. DOPPLER ASSUMES NO RESPONSIBILITY OR LIABILITY WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH (I) CONTENT POSTED BY ANY USER OR OTHER THIRD PARTY, (II) ANY THIRD-PARTY WEBSITE, PRODUCT, OR SERVICES INTEGRATED IN, LINKED TO, OR OTHERWISE ACCESSIBLE THROUGH THE SERVICES, OR (III) THE QUALITY OR CONDUCT OF ANY THIRD PARTY OR OTHER USER YOU ENCOUNTER IN CONNECTION WITH YOUR USE OF THE SERVICES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICES IS TO STOP USING THE SERVICES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS LIABILITY IS LIMITED TO THE GREATEST EXTENT PROVIDED BY LAW.

IN NO EVENT SHALL DOPPLER’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THE AMOUNT OF FIFTY DOLLARS ($50.00). THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS ITS ESSENTIAL PURPOSE.

11. Miscellaneous

11.1 Survival. If any part of these Terms is held invalid or unenforceable, that portion of the Terms will be, to the maximum extent possible, construed consistent with applicable law. The remaining portions shall remain in full force and effect. Any failure on our part to enforce any provision of these Terms will not be considered a waiver of our right to enforce such provision. Our rights under these Terms will survive any termination of these Terms to the extent necessary to give full effect to their intended purpose.

11.2 Choice of Law. These Terms and your use of the Services will be governed by and construed in accordance with the laws of the State of California without regard to its conflict of law provisions. You hereby consent to the exclusive jurisdiction and venue in any federal or state court of competent jurisdiction located in Los Angeles County, California for the adjudication of any disputes arising from or relating to the Services or these Terms.

12.3 Assignment. We may assign or delegate these Terms, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations under the Terms or Privacy Notice without our prior written consent, and any unauthorized assignment and delegation by you shall be void.

12.4 Entire Agreement. These Terms, together with the Privacy Notie, represent the complete and exclusive understanding of the agreement between us and you regarding the Services and supersedes any other prior or contemporaneous agreement, whether oral or written, and any other communications between us and you relating to the Services.

12.5 Notices. All notices permitted or required under these Terms must be sent in writing (i) if to you by us, then via email to any address you have provided, and (ii) if to us by you, then via legal@doppler.com. Notices will be deemed given if (a) if to you, when emailed, and (b) if to us, on receipt by us.

12.6 Contact Us. If you have comments or questions or would like to report violations of these Terms, please contact us at support@doppler.com or Doppler Technologies, Inc, 440 N. Barranca Ave. #5880, Covina, CA 91723.