Terms of Service

SAAS TERMS AND CONDITIONS

Nefeli Networks (“Nefeli”) will grant access to certain authorized users (as further described below) of the company or the legal entity that will be utilizing the Products (the “Customer”) to the Products on the condition that Customer accepts all of the terms and conditions set forth below (the “Agreement”). By indicating consent electronically, or accessing or otherwise using the Products, Customer agrees to the terms and conditions of this Agreement. If an individual enters into this Agreement on behalf of an entity or organization, such individual represents that they have the legal authority to bind that entity or organization to this agreement. Customer and Nefeli may each be referred to as a “Party” and together, the “Parties”.

1. Definitions and Interpretation. The following definitions and rules of interpretation apply in this Agreement:

“Affiliate” means a company controlling, controlled by, or under common control with a Party (an entity will be deemed to have control if it owns over 50% of another entity).

“Authorized Users” means employees, agents, consultants, contractors, or vendors authorized by Customer to use the Products solely for the internal use of Customer and its Affiliates, subject to the terms and conditions of this Agreement.

“Confidential Information” means all information provided by the disclosing Party to the receiving Party concerning the disclosing Party or its Affiliates’ business, products or services that is not generally known to the public, including information relating to customers, vendors, trade secrets, prices, products, services, computer programs and other intellectual property and any other information which a Party should reasonably understand to be considered Confidential Information whether or not such information is marked “Confidential” or contains such similar legend by the disclosing Party at the time of disclosure.

“Customer Data” means all data and/or content, such as network designs, uploaded to the Products or otherwise provided to Nefeli by Customer (including where applicable Authorized Users), including, if applicable, personal data. For the avoidance of doubt, Customer Data does not include Usage Data.

“Documentation” means the user guides, installation documents, security fundamentals documentation, and specifications for the Products that are made available from time to time by Nefeli in electronic or tangible form, but excluding any sales or marketing materials.

“Intellectual Property” means a Party’s proprietary material, technology, or processes (excluding the Products and Documentation), including services, software tools, proprietary framework and methodology, hardware designs, algorithms, objects and documentation (both printed and electronic), know-how, trade secrets and any related intellectual property rights throughout the world (whether owned or licensed by a third party) and any derivatives, improvements, enhancements or extensions of such Intellectual Property conceived, reduced to practice, or developed.

“Notice” means any notice or other communication required or permitted under this Agreement.

“Products” means the software-as-a-service (“SaaS”) products as selected by Customer and as further described in the Documentation (including any updates and upgrades to the SaaS products provided by Nefeli in its sole discretion, and any software, systems and locally-installed software agents and connectors that interact with the Products as may be provided by Nefeli in connection with the Products).

“Suggestions” means, any ideas or suggestions for improvements, new features, functionalities, corrections, enhancements or changes to the Products suggested by Customer to Nefeli, which constitute Intellectual Property rights under applicable law.

“Usage Data” means data generated in connection with Customer Data and Customer’s access, use and configuration of the Products and data derived from it (e.g., types of applications or accounts utilized or interacting with the Products).

Any words following the terms including or include shall be regarded as examples only and not construed as an exhaustive list.

2. Access and Use

2.1. Access and Use. Subject to payment of all applicable fees and the terms and conditions of this Agreement, Nefeli grants Customer, for so long as Customer uses the Products, a limited, non-exclusive, non-transferable right to access and use (and permit Authorized Users to access and use) the Products and applicable Documentation solely for Customer’s and its Affiliates’ internal business purposes in accordance with the Documentation and in the quantity selected by the Customer. Customer will be responsible for all of the acts and omissions of its Authorized Users.

2.2. Access and Use Restrictions. Customer shall not (directly or indirectly): (a) copy or reproduce the Products or the Documentation except as permitted under this Agreement; (b) exceed the subscribed quantities, users or other entitlement measures of the Products as selected by the Customer; (c) remove or destroy any copyright, trademark or other proprietary marking or legends placed on or contained in the Products, Documentation or Nefeli Intellectual Property; (d) assign, sell, resell, sublicense, rent, lease, time-share, distribute or otherwise transfer the rights granted to Customer under this Agreement to any third party except as expressly set forth herein; (e) modify, reverse engineer or disassemble the Products (or attempt to do any of the foregoing); (f) interfere with or disrupt the integrity or performance of the Products; (g) attempt to gain unauthorized access to the Products; (h) use the Products to infringe on the Intellectual Property rights, publicity rights, or privacy rights of any third party, or to store or transfer defamatory, trade libelous or otherwise unlawful data; or (i) send, store or process in the Products any unsecured personal health data, credit card data, personal financial data or other such sensitive regulated data in a manner not authorized by Nefeli. Customer’s authorized use of the Products is subject to the purchased quantities and features as selected by the Customer for the Products. 

2.3. Support. As part of its provision of the Products, Nefeli will make available reasonable technical support to Customer in accordance with Nefeli’s then applicable SaaS support terms and the Products that Customer chooses to use and access.  

2.4Login Access to the  Products. Customer is solely responsible for ensuring: (i) that only Authorized Users have access to the Products, (ii) that such Authorized Users have been trained in proper use of the Products, and (iii) proper usage of passwords, tokens and access procedures with respect to logging into the Products. Nefeli reserves the right to refuse registration of, or to cancel, login IDs that it reasonably believes to violate the terms and conditions set forth in this Agreement, in which case Nefeli will promptly inform Customer in writing of such refusal or cancellation. In addition to the rights set forth in this Agreement, Nefeli may suspend Customer’s access and use of the Products if there is an unusual and material spike or increase in Customer’s use of the Products and Nefeli reasonably suspects or knows that such traffic or use is fraudulent or materially and negatively impacting the operating capability of the Products. Nefeli will make reasonable efforts to provide notice prior to such suspension if permitted by applicable law or unless Nefeli reasonably believes that providing such notice poses a risk to the security of the Products. 

3. Payment and Taxes

3.1. Payment Terms. To the extent there are any fees that apply to the Products, Customer agrees to pay Nefeli all such fees for the Products, which may be upgraded from time to time pursuant to the terms and conditions hereunder, in U.S. dollars and pursuant to the payment terms indicated in the Customer’s account when selecting the Product(s) to use. Customer authorizes Nefeli to charge Customer for all applicable fees on a monthly basis, and Nefeli will notify Customer of such fees by sending a bill statement to the email address associated with Customer’s account. Any amounts arising in relation to this Agreement not paid when due will be subject to a late charge of one and one-half percent (1 ½ %) per month on the unpaid balance or the maximum rate allowed by law, whichever is less. All payments for transactions are non-refundable and non-transferable except as expressly provided in this Agreement or required by applicable law. All fees, Taxes and applicable charges are payable in United States dollars.

3.2Payment and Authorization. If applicable, Customer will provide complete and accurate billing and contact information (“Payment Information”) to Nefeli. Customer expressly authorizes Nefeli (and Nefeli’s third-party payment processor) to charge Customer for each transaction. Nefeli may require Customer to supply additional Payment Information. Customer represents and warrants that it has the legal right to use all payment method(s) represented by any Payment Information that it provides. By agreeing to this Agreement, Customer authorizes Nefeli to provide Customer’s Payment Information to third parties to complete such transaction and to charge Customer’s payment method for the transaction (plus any applicable Taxes and other charges). Customer agrees to provide additional information to verify Customer’s or its representative’s identity, if necessary, before completing any transaction and such information shall be deemed to be Payment Information. By selecting a Product to use and access and agreeing to this Agreement, Customer agrees to the pricing, payment and billing policies applicable to the fees, Taxes and such applicable charges.

3.3. Taxes.

The fees covered by this Agreement do not include taxes, duties, levies or similar government assessments of any kind, including value-added, sales, use or withholding taxes assessable by any jurisdiction (collectively, “Taxes”). Customer is responsible for paying all Taxes associated with its purchases hereunder. Customer will not withhold any taxes from any amounts due to Nefeli. If Nefeli has a legal obligation to pay or collect any Taxes for which Customer is responsible, Nefeli will invoice Customer and Customer will pay that amount unless Customer provides Nefeli with a valid tax exemption certificate authorized by the appropriate taxing authority. For clarity, Nefeli is solely responsible for taxes assessable against it based on its income, property and employees.

4. Rights in Intellectual Property

4.1. Intellectual Property. Except for the rights granted in this Agreement, all rights, title, and interest in and to the Products, Documentation, and Nefeli Intellectual Property are hereby reserved by Nefeli or licensors. Except as provided for herein, all rights, title, and interest in and to Customer Intellectual Property are hereby reserved by Customer, its Affiliates or licensors. Nothing in this Agreement shall (a) transfer ownership of any Intellectual Property rights from one Party to the other, or (b) provide either Party a right to use the other Party’s trade names, logos, or trademarks without the prior written consent of the other Party.

4.2. Customer Data. Customer owns all right, title and interest in all Customer Data. Nothing in this Agreement shall be construed to grant Nefeli any rights in Customer Data beyond those expressly provided herein. Customer grants Nefeli the limited, non-exclusive, worldwide right to view, report, upload, download, transfer, display, modify, and use the Customer Data solely for the purpose of providing the Products and to improve the Products and associated services in general.

4.3. Usage Data and Suggestions. Nefeli may collect and use the Usage Data for its reasonable business purposes and for Customer’s benefit. In the event Nefeli wishes to disclose the Usage Data or any part thereof to third parties, such data shall be anonymized and presented in the aggregate so that it will not identify Customer or its Authorized Users. The foregoing shall not limit in any way Nefeli’s confidentiality obligations pursuant to Section 5 below. To the extent that Customer provides Nefeli with Suggestions, such Suggestions shall be free from any confidentiality restrictions that might otherwise be imposed upon Nefeli pursuant to this Agreement, and may be implemented by Nefeli in its sole discretion. Customer acknowledges that any Nefeli products or materials incorporating any such Suggestions shall be the sole and exclusive property of Nefeli, and Nefeli is free to use the Suggestions without any restriction or compensation to Customer.

5. Confidentiality.

5.1.  Confidential Information. The Parties acknowledge that each may disclose certain valuable confidential and proprietary information to the other. The receiving Party may only use the disclosing Party’s Confidential Information to fulfill the purposes of this Agreement. The receiving Party will protect the disclosing Party’s Confidential Information by using at least the same degree of care as the receiving Party uses to protect its own Confidential Information of a like nature (but no less than a reasonable degree of care) to prevent the unauthorized use, dissemination, disclosure or publication of such Confidential Information. Notwithstanding the foregoing, the receiving Party may disclose Confidential Information to its (and its Affiliates) employees, advisors, consultants, and agents on a need-to-know basis and provided that such party is bound by obligations of confidentiality substantially similar to those contained herein. This Section 5 supersedes any and all prior or contemporaneous understandings and agreements, whether written or oral, between the Parties with respect to Confidential Information and is a complete and exclusive statement thereof. Additionally, the obligations set forth in Section 6.3 and not Section 5 herein apply to Customer Data.

5.2.  Exceptions. Information will not be deemed Confidential Information if it: (i) is known to the receiving Party prior to receipt from the disclosing Party directly or indirectly from a source other than one having an obligation of confidentiality to the disclosing Party; (ii) becomes known (independently of disclosure by the disclosing Party) to the receiving Party directly or indirectly from a source other than one having an obligation of confidentiality to the disclosing Party; (iii) becomes publicly known or otherwise ceases to be secret or confidential, except through a breach of this Agreement by the receiving Party; or (iv) is independently developed by the receiving Party without use of or reliance upon the disclosing Party’s Confidential Information, and the receiving Party can provide evidence to that effect. The receiving Party may disclose Confidential Information pursuant to the requirements of a court, governmental agency or by operation of law but shall (to the extent permissible by law) limit such disclosure to only the information requested and give the disclosing Party prior written notice sufficient to permit the disclosing Party to contest such disclosure.

5.3. Advertising and Publicity. Neither Party shall make or permit to be made any public announcement concerning the relationship between the Parties without the prior written consent of the other Party.

6. Security and Processing of Personal Data.

6.1. Customer Data Content. As between Nefeli and Customer, Customer is solely responsible for: (i) the content, quality and accuracy of Customer Data as made available by Customer and by Authorized Users; (ii) providing notice to Authorized Users with regards to how Customer Data will be collected and used for the purpose of the Products; (iii) ensuring Customer has a valid legal basis for processing Customer Data and for sharing Customer Data with Nefeli (to the extent applicable); and (iv) ensuring that the Customer Data as made available by Customer complies with applicable laws and regulations including applicable data protection laws.

6.2. Data Protection Laws. The Parties shall comply with their respective obligations under the applicable data protection laws. In particular, if Customer is established in the European Economic Area (“EEA”), in the United Kingdom (“UK”) or in California, or will, in connection with the Products, provide Nefeli with personal data relating to an individual located within the EEA, the UK or California, the Parties shall comply with the relevant Data Processing Addendum available at nefeli.io/data-processing.

6.3. Security of Customer Data. Nefeli will: (i) ensure that is has in place appropriate administrative, physical and technical measures designed to protect the security and confidentiality of Customer Data against any accidental or illicit destruction, alteration or unauthorized access or disclosure to third parties; (ii) have measures in place designed to protect the security and confidentiality of Customer Data; and (iii) access and use the Customer Data solely to perform its obligations in accordance with the terms of this Agreement, and as otherwise expressly permitted in this Agreement. Nefeli shall not materially diminish its security controls with respect to Customer Data during a particular Products term.

7. Warranties

7.1. Products Warranty. For as long as Customer uses the Products, Nefeli warrants that the Products will perform in substantial conformity with the Documentation. The foregoing warranties are void if the failure of the Products has resulted from negligence, error, or misuse of the Products by Customer, the Authorized User or by anyone other than Nefeli. Customer shall be required to report any breach of warranty to Nefeli within a period of ten (10) days of the date on which the incident giving rise to the claim occurred. Nefeli’s sole and exclusive liability, and Customer’s sole and exclusive remedy, for breach of these warranties will be for Nefeli, at its expense, to use reasonable commercial efforts to correct such nonconformity within thirty (30) days of the date that notice of the breach was provided; and, if Nefeli fails to correct the breach within such cure period, Customer may terminate the Agreement and, in such event, Nefeli shall provide Customer with a pro-rata refund of any unused pre-paid fees paid for the period following termination as calculated on a monthly basis for the affected Products.

7.2. Customer Representations and Warranties. Customer represents and warrants that Nefeli’s use of the Customer Data in accordance with this Agreement will not violate any applicable laws or regulations or infringe or violate any intellectual property or other rights of any third party or cause a breach of any agreement or obligations between Customer and any third-party, and that it has obtained any required consents to make such Customer Data available to Nefeli.

7.3 Compliance with Law. Each Party shall comply with all applicable, laws and regulations in connection with the performance of its obligations and the exercise of its rights under this Agreement.

7.4. Disclaimer. Except for the warranties explicitly set forth herein, to the maximum extent allowed by applicable law, the Products and other Nefeli Intellectual Property are provided on an “as is” basis, and Nefeli disclaims all other warranties, conditions and other terms, whether express or implied or incorporated into this Agreement by statute, common law or otherwise, including the implied conditions and warranties of merchantability, intellectual property infringement, and fitness for a particular purpose. Nefeli will have no liability for delays, failures or losses attributable or related in any way to the use or implementation of third-party software or services not provided by Nefeli.

8. Indemnification

8.1. Infringement Indemnity. Nefeli shall defend and indemnify Customer and/or its Affiliates and their officers, directors and employees against all third-party claims, suits and proceedings resulting from Nefeli’s violation, misappropriation, or infringement of such third party’s patent, copyright, trademark or trade secret caused by Customer’s use of the Products in accordance with this Agreement and the Documentation, and all directly related losses, liabilities, damages, costs and expenses (including reasonable attorneys’ fees).

8.2. Customer Data and Use Indemnity. Customer shall defend and indemnify Nefeli and their officers, directors and employees against any third-party claims, suits and proceedings (including those brought by a government entity) resulting from: (i) an alleged infringement or violation by the Customer Data of such third-party’s patent, copyright, trademark, trade secret; (ii) Nefeli’s use of the Customer Data, in accordance with the terms of this Agreement and (where applicable) with the terms of the DPA, violates applicable law; (iii) Customer’s or an Authorized User’s use of the Products or Documentation to the extent such use was not in accordance with this Agreement; or (iv) a breach of Section 2.2 by Customer; and all directly related losses, liabilities, damages, costs and expenses (including reasonable attorneys’ fees).

8.3. Process. Each Party’s defense and indemnification obligations herein will become effective upon, and are subject to: (a) the indemnified Party’s prompt notification to the indemnifying Party of any claims in writing; and (b) the indemnified Party providing the indemnifying Party with full and sole control, authority and information for the defense of the claim, provided that the indemnifying Party will have no authority to enter into any settlement or admission of the indemnified Party’s wrongdoing on behalf of the indemnified Party without the indemnified Party’s prior written consent (not to be unreasonably withheld). At the indemnifying Party’s request, the indemnified Party shall reasonably cooperate with the indemnifying Party in defending or settling any claim, provided that such reasonable cooperation does not include the sharing of other customer and third party data without such customer’s or third party’s prior consent, if applicable. 

8.4. Exclusions. The above Nefeli obligations to defend and indemnify will not apply in the event that a claim arises from or relates to: (a) use of the Products not in accordance with the Documentation and this Agreement; (b) Customer’s and/or its Affiliates’ use of the Products in violation of applicable laws; (c) any modification, alteration or conversion of the Products not created or approved in writing by Nefeli; (d) any combination or use of the Products with any computer, hardware, software, data or service not required by the Documentation; (e) Nefeli’s compliance with specifications, requirements or requests of Customer; or (f) Customer’s gross negligence or willful misconduct.

8.5. Remedies. If the Products become, or Nefeli reasonably determines that the Products are likely to become, subject to a claim of infringement for which Nefeli must indemnify Customer as described above, Nefeli may at its option and expense: (a) procure for Customer the right to continue to access and use the Products, (b) replace or modify the Products so that it becomes non-infringing without causing a material adverse effect on the functionality provided by the allegedly infringing Products, or (c) if neither of the foregoing options are available in a timely manner on commercially reasonable terms, terminate the Agreement and provide Customer with a pro-rata refund of any unused pre-paid fees paid for the period following termination as calculated on a monthly basis for the affected Product. This Section states the sole liability of Nefeli and the exclusive remedy of Customer with respect to any indemnification claims arising out of or related to this Agreement.

9. Limitation of Liability

9.1. Maximum Liability. Except for liability caused by Nefeli’s intellectual property infringement indemnification obligations in Section 8.1, Customer’s data infringement indemnity in Section 8.2, and Customer’s payment obligations herein, in no event will either Party’s maximum aggregate liability arising out of or related to this Agreement, regardless of the cause of action and whether in contract, tort (including negligence), warranty, indemnity or any other legal theory, exceed the total amount paid or payable to Nefeli under this Agreement during the twelve (12) month period preceding the date of initial claim.

9.2. No Consequential Damages. Neither Party will have any liability to the other Party for any loss of profits or revenues, loss of goodwill, or for any indirect, special, incidental, consequential or punitive damages arising out of, or in connection with this Agreement, however caused, whether in contract, tort (including negligence), warranty, indemnity or any other legal theory, and whether or not the Party has been advised of the possibility of such damages.

9.3. Construction. This Agreement is not intended to and will not be construed as excluding or limiting any liability which cannot be limited or excluded by applicable law, including liability for (a) death or bodily injury caused by a Party’s negligence; or (b) gross negligence, willful misconduct, or fraud.

10. Term and Termination

10.1. Term. This Agreement will be effective upon Customer’s use of the Products and shall remain in force for so long as Customer uses the Products unless or until terminated by either Party pursuant to this Section.

10.2. Termination. Either Party may terminate this Agreement immediately upon notice to the other Party if the other Party: (i) materially breaches this Agreement and fails to remedy such breach within thirty (30) days after receiving written notice of the breach from the other Party; or (ii) commences bankruptcy or dissolution proceedings, has a receiver appointed for a substantial part of its assets or ceases to operate in the ordinary course of business. In addition, a Party may terminate this Agreement, or Nefeli may cease provision of the Products, if required to comply with applicable law or regulation, and such termination will not constitute a breach of this Agreement by the terminating Party. Nefeli reserves the right to suspend Customer’s access to the applicable Products upon 30 days’ written notice to Customer if: (i) payment for fees is more than thirty (30) days past due; or (ii) if there is an uncured material breach of this Agreement. Any accrued rights and obligations will survive termination. 

10.3. Effects of Termination/Expiration. Upon termination or expiration of the Agreement: (i) Customer will have no further right to access or use the Products; and (ii) each Party shall within thirty (30) days after written request return or destroy any tangible Confidential Information of the other Party within its possession or control that is not contained on the Products. Any Customer Data contained on the Products will be deleted within sixty (60) days of termination/expiration of the Agreement. Customer acknowledges that it is responsible for exporting Nefeli Customer Data to which Customer desires continued access after termination/expiration, and Nefeli shall have no liability for any failure of Customer to retrieve such Customer Data and no obligation to store or retain any such Customer Data after such sixty (60) day period. Following termination of the Products, Nefeli may immediately deactivate Customer’s account. Any accrued rights and obligations will survive termination.

11. Privacy Policy. Please review Nefeli’s Privacy Policy, available at nefeli.io/privacy, which also governs how Nefeli collects, uses and shares Customer’s and its Authorized Users’ information.

12. Changes to the Agreement or the Products.Nefeli may update the Agreement, and may change or discontinue all or any part of the Products, from time to time in Nefeli’s sole discretion. If Nefeli materially changes the Agreement, or changes the Products in a manner that materially reduces their functionality, Nefeli will let the Customer know by notifying Customer at the email address associated with the Customer’s account and/or may also send other communications. It’s important that Customer reviews the Agreement whenever Nefeli updates the Agreement or Customer uses the Products. If Customer continues to use the Products after Nefeli has notified Customer of the updated Agreement, it means that Customer accepts and agrees to the changes. If Customer does not agree to be bound by the changes, Customer may not use the Products anymore.

13. Miscellaneous.

13.1. Assignment. Neither Party may assign any of its rights or obligations under this Agreement without the other Party’s prior written consent, which will not be unreasonably withheld. Notwithstanding the foregoing, either Party may assign any and all of its rights and obligations under this Agreement to a successor in interest in the event of a merger or acquisition or to an Affiliate, upon written notice to the other Party. Subject to the foregoing, this Agreement is binding upon and will inure to the benefit of each of the Parties and their respective successors and permitted assigns.

13.2. Export Control. Customer affirms that it is not named on, owned by, or acting on behalf of any U.S. government denied-party list, and it agrees  to comply fully with all relevant export control and sanctions laws and regulations of the United States (“Export Laws”) to ensure that neither the Products, Documentation, nor any technical data related thereto, is: (i) used, exported or re-exported directly or indirectly in violation of Export Laws; or (ii) used for any purposes prohibited by the Export Laws, including, but not limited to, nuclear, chemical, or biological weapons proliferation, missile systems or technology, or restricted unmanned aerial vehicle applications.

13.3 Independent Contractors. Nothing in this Agreement will be construed to imply a joint venture, partnership or principal-agent relationship between Nefeli and Customer, and neither Party will have the right, power or authority to obligate or bind the other in any manner whatsoever.

13.4. Notices. All Notices will be in writing and will be deemed to have been duly given when provided via email upon confirmed delivery or receipt. Notices for Nefeli should be sent to: support@nefeli.io .

13.5. Force Majeure. With the exception of Customer’s payment obligations herein, neither Party will be liable to the other Party for any delay or failure to perform which is due to fire, pandemic, virus, epidemic, travel advisories as to health, security and/or terrorism, flood, lockout, transportation delay, war, acts of God, governmental rule or order, strikes or other labor difficulties, or other causes beyond its reasonable control. However, in such event, both Parties will resume performance promptly after the cause of such delay or failure has been removed.

13.6. Governing Law and Jurisdiction.This Agreement will be governed by and construed in accordance with the laws of the State of California, excluding its body of law controlling conflict of laws.  Any legal action or proceeding arising under this Agreement will be brought exclusively in the federal or state courts located in San Francisco, CA and the Parties irrevocably consent to the personal jurisdiction and venue therein.

13.7. Entire Agreement, Execution, and Modification. This Agreement is the complete and exclusive agreement between the Parties with respect to its subject matter and supersedes all prior agreements, representations, communications, and understanding, both written and oral, between the Parties regarding the subject matter of this Agreement.  

13.8. Severability and Waiver. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Should any term or provision of this Agreement be declared void or unenforceable by any court of competent jurisdiction, the Parties intend that a substitute provision will be added to this Agreement that, to the greatest extent possible, achieves the intended commercial result of the original provision. The failure of either Party to enforce any rights granted to it hereunder or to take action against the other Party in the event of any breach hereunder will not be deemed a waiver by that Party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.

13.9Remedies. Except as expressly set forth in this Agreement, the exercise by either Party of any remedy under this Agreement will be without prejudice to its other remedies under this Agreement or otherwise.

Should Customer have any questions concerning this Agreement, or if Customer desires to contact Nefeli for any reason, please e-mail Nefeli at: support@nefeli.io .