The terms that govern your use of the Rooca website, software, demos, and related services.
These Terms of Service (“Terms”) govern your access to and use of the website, content, and services provided by Rooca Inc. (“Rooca,” “we,” “us,” or “our”). By accessing our website, requesting a demo, using our software, or otherwise engaging with the Services, you agree to these Terms.
If you are accepting these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms, and references to “you” mean both you and that entity.
In these Terms, the following capitalised terms have the meanings set out below:
You may access our website and read our Content for your personal, informational, non-commercial use. You may share links to our Content freely. You may quote short extracts of our Content for commentary, review, research, or journalistic purposes, with appropriate attribution.
You may not:
Rooca retains all right, title, and interest in and to the Services, including all intellectual property rights in our website, Rooca Software, Content, trademarks, logos, and brand assets. Nothing in these Terms grants you any right to use Rooca's trademarks, service marks, or logos without our prior written consent.
You retain all right, title, and interest in and to Customer Data. Rooca claims no ownership interest in Customer Data.
If you provide Rooca with feedback, suggestions, or ideas about the Services (“Feedback”), you grant us a perpetual, worldwide, royalty-free licence to use that Feedback for any purpose, including improving our products. We will not publicly attribute Feedback to you without your consent.
From time to time Rooca makes demo environments, pilot deployments, or evaluation engagements available to prospective customers. These are typically governed by a separate written agreement (for example, a Pilot Agreement, Evaluation Agreement, or Order Form). In the absence of such an agreement, the following default terms apply:
The Rooca Software is licensed, not sold. Where you use Rooca Software under a separate written enterprise agreement, that agreement defines the scope of your licence, permitted uses, and associated fees. Where you access pre-release, beta, or community-edition Rooca Software under these Terms alone, your licence is limited as follows:
Unless expressly permitted under a separate agreement, you may not:
The Rooca Tribunal Engine is designed so that Customer Data remains within the Customer Environment. Rooca does not access, transmit, store, or process Customer Data outside the Customer Environment except where expressly authorised by you in a separate written agreement (for example, a Support Agreement).
Each party will protect the other party's Confidential Information with the same degree of care it uses to protect its own confidential information of similar importance, and in no event with less than reasonable care. “Confidential Information” means non-public information disclosed by one party to the other in connection with the Services, marked or reasonably understood to be confidential.
Confidential Information does not include information that: (i) is or becomes publicly available through no fault of the receiving party; (ii) was rightfully known to the receiving party before receipt; (iii) is rightfully received from a third party without a duty of confidentiality; or (iv) is independently developed without use of the disclosing party's Confidential Information.
The Rooca Software is designed to integrate with third-party services such as observability platforms, cloud providers, incident management tools, and code repositories. Your use of any third-party service is governed by that third party's own terms and policies. Rooca is not responsible for the availability, performance, or conduct of any third-party service.
When you connect a third-party service to the Rooca Software, you represent that you have the necessary rights to do so and that such connection does not violate any agreement you have with that third party.
Where Rooca provides Services under a signed enterprise agreement, warranties are as expressly set out in that agreement. For all other Services provided under these Terms:
EXCEPT AS EXPRESSLY SET OUT IN A SEPARATE WRITTEN AGREEMENT, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ROOCA DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
Rooca does not warrant that the Services will be uninterrupted, secure, or error-free, or that any verdict, analysis, or output produced by the Rooca Software will be accurate or suitable for your purposes in any specific case.
The Rooca Software produces analytical output based on input data. Human engineers remain responsible for reviewing that output and for operational decisions made in response to it. The Rooca Tribunal Engine does not replace human judgment or human accountability for infrastructure operations.
Where Rooca provides Services under a signed enterprise agreement, limitations of liability are as expressly set out in that agreement. For all other Services provided under these Terms:
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ROOCA OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, OR LOSS OF GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, EVEN IF ROOCA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL ROOCA'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS EXCEED ONE HUNDRED CANADIAN DOLLARS (CAD 100).
Some jurisdictions do not allow the exclusion or limitation of certain damages, so the above limitations may not apply to you to that extent. Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be limited under applicable law.
You agree to defend, indemnify, and hold harmless Rooca and its affiliates, officers, directors, employees, and agents from and against any claim, damage, loss, liability, cost, or expense (including reasonable legal fees) arising out of or related to: (i) your violation of these Terms; (ii) your violation of applicable law; (iii) your infringement of any third-party rights through your use of the Services; or (iv) any data you submit to or through the Services.
Rooca will provide you with prompt written notice of any such claim, reasonable cooperation, and the right to control the defence and settlement of the claim, subject to your not entering into any settlement that requires an admission of liability by Rooca without Rooca's prior written consent.
These Terms apply as long as you use the Services. You may stop using the Services at any time. We may suspend or terminate your access to the Services at any time, with or without notice, if we believe you have violated these Terms or for any other reason we consider appropriate.
On termination, the provisions of these Terms that by their nature are intended to survive termination (including intellectual property, confidentiality, disclaimers, limitations of liability, indemnification, and governing law) will remain in effect.
These Terms are governed by the laws of the Province of Ontario, Canada, and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
The parties submit to the exclusive jurisdiction of the courts of the Province of Ontario for the resolution of any dispute arising out of or in connection with these Terms, except that either party may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information.
To the extent applicable law permits, any dispute must be brought in the party's individual capacity and not as a plaintiff or class member in any purported class, collective, or representative proceeding.
We may update these Terms from time to time. The date at the top of this page reflects the most recent version. For material changes, we will provide additional notice by posting a prominent notice on our website or by contacting you directly where appropriate. Your continued use of the Services after a change takes effect constitutes acceptance of the updated Terms.
Entire agreement. These Terms, together with any signed enterprise agreement applicable to your use of the Services, constitute the entire agreement between you and Rooca concerning the Services, and supersede any prior or contemporaneous oral or written agreements on the same subject.
Severability. If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect.
No waiver. Our failure to enforce any provision of these Terms is not a waiver of our right to do so later.
Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets, or otherwise by operation of law.
Force majeure. Neither party is liable for any failure or delay in performance caused by circumstances beyond its reasonable control.
If you have questions about these Terms, please contact us using the details below.