Terms of Service

Last updated: January 1, 2025

1. Agreement to Terms

These Terms of Service ("Terms") govern your access to and use of the TIDALBAY employee security scoring platform and related services ("Services"). By accessing or using the Services, you agree to be bound by these Terms and our Privacy Policy.

2. Definitions

  • "Customer" means the organization that has entered into a subscription agreement with TIDALBAY.
  • "Authorized User" means individuals authorized by Customer to access the Services.
  • "Customer Data" means data provided by Customer or collected through Customer's use of the Services.

3. Service Description

TIDALBAY provides an employee security scoring platform that:

  • Aggregates security signals from integrated systems
  • Calculates real-time employee security risk scores
  • Triggers automated security responses
  • Provides compliance reporting and analytics

4. Account Registration

To use the Services, Customer must register and provide accurate information. Customer is responsible for:

  • Maintaining account security
  • All activities under their account
  • Ensuring Authorized Users comply with these Terms

5. Acceptable Use

You agree not to:

  • Use the Services in violation of any law or to infringe any rights
  • Attempt to gain unauthorized access to the Services
  • Interfere with the operation of the Services
  • Reverse engineer or attempt to derive source code
  • Resell or redistribute the Services without authorization
  • Use the Services to harass, discriminate, or harm individuals

6. Customer Data

6.1 Ownership

Customer retains ownership of Customer Data. Customer grants TIDALBAY a license to use Customer Data as necessary to provide the Services.

6.2 Data Processing

Customer acknowledges that TIDALBAY processes employee data, including security events and scores. Customer is responsible for ensuring appropriate legal basis for such processing and providing any required notices to employees.

6.3 Data Protection

The parties will comply with the Data Processing Agreement, which is incorporated by reference.

7. Integrations

The Services integrate with third-party systems. Customer is responsible for:

  • Maintaining valid credentials for integrated systems
  • Complying with third-party terms and ensuring appropriate permissions
  • Understanding that third-party service changes may affect functionality

8. Subscription and Payment

8.1 Fees

Customer agrees to pay fees according to the pricing plan selected. Fees are non-refundable except as required by law.

8.2 Free Trials

Free trials are provided "as is" without warranty. TIDALBAY may modify or terminate free trial offerings at any time.

8.3 Renewal

Subscriptions automatically renew unless cancelled before the renewal date.

9. Intellectual Property

TIDALBAY retains all rights to the Services, including software, algorithms, and documentation. These Terms do not grant Customer any rights to TIDALBAY's intellectual property except the limited license to use the Services.

10. Confidentiality

Each party agrees to protect the other's confidential information and use it only for purposes of these Terms.

11. Warranties and Disclaimers

11.1 TIDALBAY Warranties

TIDALBAY warrants that the Services will:

  • Perform substantially as described in documentation
  • Be provided with commercially reasonable security measures

11.2 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED, THE SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND. TIDALBAY DISCLAIMS ALL IMPLIED WARRANTIES INCLUDING MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, TIDALBAY'S TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM THESE TERMS SHALL NOT EXCEED THE FEES PAID BY CUSTOMER IN THE 12 MONTHS PRECEDING THE CLAIM.

TIDALBAY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

13. Indemnification

Customer agrees to indemnify TIDALBAY against claims arising from Customer's use of the Services, violation of these Terms, or infringement of third-party rights.

14. Termination

14.1 Termination for Convenience

Either party may terminate with 30 days written notice at the end of the current subscription term.

14.2 Termination for Cause

Either party may terminate immediately upon material breach that remains uncured for 30 days after notice.

14.3 Effect of Termination

Upon termination, Customer's access will be discontinued. Customer Data will be available for export for 30 days, then deleted.

15. General Provisions

15.1 Governing Law

These Terms are governed by the laws of the State of California.

15.2 Dispute Resolution

Disputes will be resolved through binding arbitration in San Francisco, California.

15.3 Modifications

TIDALBAY may modify these Terms with notice. Continued use constitutes acceptance of modified Terms.

15.4 Entire Agreement

These Terms, together with any applicable Order Form and DPA, constitute the entire agreement between the parties.

16. Contact

For questions about these Terms:

  • Email: legal@tidalbay.com
  • Address: 548 Market Street, Suite 35000, San Francisco, CA 94104