Contracts
- Lattice Event Terms and Conditions
- Lattice Event Speaker Terms and Conditions
- Lattice University Terms of Use
- Electronic Record and Signature Disclosure
- Lattice Integration Partner Data Processing Addendum
- Lattice API Terms of Use
- Lattice Best of Resources for Humans Sweepstakes Official Rules (UK)
- Lattice Best of Resources for Humans Sweepstakes Official Rules (U.S.)
- Adnan's Test Contract
- Galactic Empire Enlistment Agreement
- Charlie's New Template
- Linda's New Contract
- Linda's Drafting Clickity Clack
- Linda's Drafting Clickity Clack (Copy)
- Lattice First Customer Program Participation Agreement
- Lattice Artificial Intelligence Addendum
- LATTICE CERTIFIED FHR PROGRAM PARTICIPATION AGREEMENT
- Lattice HRIS Addendum
Lattice Event Terms and Conditions
Effective April 26th 2023
DownloadTable of Contents
LATTICE EVENT TERMS AND CONDITIONS
Introduction
Thank you for registering for a Lattice event (“Event”). Lattice Events are organized either by Degree, Inc. d/b/a Lattice, or Lattice Technologies Limited (each “Lattice”), which reserves the right, in its sole discretion, to limit or deny access to any entity or individual. Regardless of whether your registration is submitted by you or your proxy, the following Lattice Event Terms and Conditions (“Terms”) apply to you and your attendance at or participation in any Lattice Event, whether in-person or virtual. “Attendee” for purposes of these Terms will include all participants and attendees at the Event, including any Sponsors, Exhibitors, and Attendees.
To register for an Event, you must acknowledge and accept these Terms. Your agreement to these Terms is a condition of your participation in or attendance at an Event. By participating in or attending a Lattice Event, you acknowledge that you are or will be at least 18 years old or older at the time of the Event, and have read and understand, and agree to, these Terms. If you do not agree to these Terms, you should not register for an Event. Submission of a registration for an Event constitutes your agreement to these Terms.
Lattice Event Code of Conduct
The following Lattice Event Code of Conduct (the “Code”) forms a material part of these Terms, and outlines Lattice’s expectations for all Attendees who attend or access a Lattice Event and for those who utilize Lattice’s Event Services. Event organizers will enforce this Code and expect cooperation from all Attendees to help promote a safe and productive environment and Event experience for everyone.
Please do:
- Maintain a respectful, considerate, and courteous attitude towards everyone you engage with at the Event, whether online or in-person at the venue;
- Secure your belongings and be mindful of your surroundings and of your fellow Attendees;
- Promptly notify Event organizers if there is a situation that looks concerning, could be dangerous, or violates this Code or these Terms;
- Provide clear, valuable, honest information;
- Be sensitive to discussion topics that might implicate antitrust / competition laws when engaging in any peer activity at an Event
Please do not:
- Demean, discriminate, abuse, harass, or threaten those who you engage with at an Event, whether online or in-person at the venue;
- Use an Attendee list or roster to spam or send unsolicited commercial content to Attendees;
- Post, distribute, or discuss content that is obscene or otherwise objectionable;
- Use an Event for unauthorized commercial or advertising purposes. Event organizers reserve the right to remove and exclude any individual from the Event who is reported to be soliciting and who is not an Event sponsor or exhibitor; or
- Post copyrighted or trademarked content without permission from the owner.
In addition to the foregoing, Lattice prohibits discrimination, harassment, and bullying against any person for any reason. Attendees are expected to adhere to this Code and respect the rights of others.
How Lattice Uses Your Personal Information
Lattice is committed to data privacy and protecting your personal information. Information on how Lattice collects, processes, and uses your data is described in Lattice’s Privacy Policy which is hereby incorporated into these Terms. Additionally, by providing your email address during the registration process, you agree that Lattice may send you Event-related information. A valid email address is required for registration. Lattice uses the personal information you provide at registration for administering your attendance and participation in the Event. This may include information about Event content, logistics, updates, and additional information related to the Event.
Lattice may disclose your personal data to third party service providers engaged by Lattice to assist in the conduct of the event (e.g. a virtual Event platform provider). Depending on the Event, Lattice may also share your registration information with Lattice’s Event partners or co-sponsors who may send you Event related information. In such instances you will be notified at the time you provide your information to Lattice if it will be shared by Lattice with any Event partners. Information shared with any such third parties may be subject to the privacy policies of those parties. Except as described herein, in Lattice’s Privacy Policy, or during Event registration, Lattice will not disclose your personal data to any other third party without your consent unless required to do so by law.
Photo, Video, and Audio Recordings Taken at an Event
To comply with global data privacy laws, Lattice imposes certain restrictions on the use of multimedia at its events (e.g. photography, video, audio, online streaming, and all future mediums). Unless expressly prohibited, such as by a speaker or for a particular Event session, Attendees of in-person Events are permitted to use hand-held cameras, smart phones, computers, or other devices to take photographs, record audio and/or video, and capture digital images (collectively “Recordings” for personal, non-commercial use, provided such activity is not disruptive. Additionally, out of respect for other Attendees, please refrain from Recording any individuals who request not to be recorded. Recordings may not be published, sold, reproduced, transmitted, distributed or otherwise commercially exploited in any manner whatsoever absent Lattice’s express written permission. Recording of virtual and online Events for any reason is strictly prohibited, and by attending an online or virtual Event you hereby acknowledge and agree that you are not permitted, and will not, make any Recordings of all or portions of a virtual or online Event. Notwithstanding the foregoing, Lattice will typically make sessions from virtual and online Events available for on-demand viewing following the Event.
Lattice may hire professional service providers (photo/video/streaming/audio) to document and display the Event experience. Lattice may also use social media (e.g. Twitter, LinkedIn, etc.) to: (i) post real-time photos and videos to its social media feeds; and (ii) display select submissions from those feeds on monitors throughout the event venue. Depending on the Event, Attendees and sponsors may be encouraged to capture their Event experiences and post their own social content from the event (text, photos, audio, video, streaming), provided in any case such Recordings do not infringe upon the rights of any Attendee, sponsor, third party, or Lattice. Such infringement would include, but is not limited to, defamation or infringement of intellectual property rights. In the event an Attendee requires a release or permission to protect the rights of a third party, obtaining such a release or permission shall be the sole responsibility of the Attendee.
By attending or participating in an Event, you acknowledge and agree as follows: (a) Lattice may edit and use footage it captures at the event for marketing and promotional activities and for any other lawful purpose in the ordinary course of its business; and (b) due to the prevalence of mobile recording devices in today’s world, Lattice disclaims, and you expressly release Lattice from, all liability for the capture of your image in any multimedia format by other Attendees or sponsors at the event.
Attendee List; Suitcasing
As an Attendee, depending on the Event, you may be entitled to opt-in to the Attendee list. Where you opt-in, other Attendees may be able to view the profile information you supply. The Attendee list is designed to help you find and connect with your peers before, during and after the Event, provided Suitcasing and Outboarding at an Event are strictly prohibited. As used herein, (a) “Suitcasing” refers to the practice where companies or persons attend an Event as Attendees but "work the aisles" soliciting business from other Attendees, including without limitation sponsors or speakers, and (b) “Outboarding” occurs where companies or persons set up events or activities at a location other than the Event venue (or at the Event venue) without Lattice’s consent that (y) encourage attendees to leave the Event or (z) otherwise compete with the Event. You agree that you will not (i) engage in or support Suitcasing or Outboarding in any way, or (ii) plan, attend or participate in an Outboarding event that takes place during an Event or two (2) days before or after an Event.
Badge Policy
Where attendance at an Event requires Attendees to use an Event badge or credential, sharing of Attendee badges/credentials is not permitted at any time. Badges/credentials are issued to, and can be picked up and used only by, the Attendee named in the registration. Photo identification may be required for each Attendee when collecting a badge onsite, where applicable. If an Event requires badges, badges must be worn at all times during the Event. Lattice reserves the right to remove any Attendee from the Event found violating these conditions, and may restrict the Attendee from participating in future Lattice Events.
At Events where badges are issued to Attendees, Event sponsors, exhibitors, and other third parties may directly request your personal information at their exhibit booths or presentations. Providing your information to them, such as by scanning your badge, is optional, and you should review their privacy policies about how they will treat your personal information. If during an Event you attend a session or program hosted by a sponsor or exhibitor other than Lattice, you understand and agree that when you present your badge for scanning or when you provide personal information, that information will go to a non-Lattice entity and Lattice takes no responsibility for how that entity uses your personal information.
Guest Speakers
Certain Events may feature key figures from various industries to share their personal perspectives, ideas, and insights as guest speakers. Guest speakers are not employees of Lattice and Guest Speaker views and opinions are entirely their own and in no way reflect the views and opinions of Lattice. If you agree to speak at an Event as a guest speaker, you agree that Lattice may share your contact and biographical information, and in some cases your photograph, with Attendees. In other cases, Lattice may publicly post on the Event website, and/or other materials promoting the Event, information such as your name, employer, physical work address, work email address, as well as a link to your company website and/or professional page (e.g., your LinkedIn profile). Additionally, if you agree to be a guest speaker at an Event you may be required to complete a release agreement, copyright form, or other form of speaker agreement prior to your presentation.
Logos, Trademarks, and Presentation Materials
Registering for and attending an Event does not grant you any rights to use Lattice’s or any other third party’s name, logos or trademarks. By attending or participating in an Event you may receive access to Lattice and other third-party licensed content (“Presentation Materials”). The Presentation Materials provided to you by registering for and attending the Event, including all images, designs, photographs, writings, graphs, data, or otherwise are Lattice’s or its sponsors’, exhibitors’, or other third party’s property and may protected by international copyright, trademark, trade secret, or other proprietary rights. Lattice is not liable for the information in the Presentation Materials. Except as expressly permitted or prohibited otherwise, you may use Presentation Materials (including session audio/video recordings where available) solely for your own internal, non-commercial purposes. Unauthorized distribution (via sales, copying, posting on intranet/internet) is expressly prohibited. Excerpting or quoting from any Presentation Materials is permitted solely with prior written approval from the owner of such Presentation Materials.
Consequences of Violating these Terms
Your violation of these Terms may result in the suspension or expulsion from the Event without warning and at Lattice’s sole discretion. In such case, you agree that you may also be prohibited from registering or attending future Events.
Liability Release and Waiver
In consideration of being allowed to register for, attend, and participate in the Event, you hereby warrant and represent that you are or will be age 18 or above at the time of the Event and freely waive, release from liability, assume all risks, and covenant not to sue Lattice or its members, employees, board members, agents, or volunteers for any expense, loss, damage, personal injury, including loss of life, illness, including but not limited to COVID-19, disability, property damage, or property theft or actions of any kind that you may hereafter suffer or sustain before, during, or after the Event, unless said expense, loss, damage, personal injury, including loss of life, illness, disability, property damage or property theft or actions of any kind is caused by the sole, gross negligence or willful misconduct of Lattice. As between Lattice and Attendees, Attendees are at all times responsible for the manner in which they access or attend the Event, including but not limited to their devices, network, and technology used to access an Event, as well as any hotel, travel, and transportation reservations or services used in relation to their attending an Event. This Liability Waiver and Release is specifically binding upon your heirs and assigns and is knowingly given.
Changes to the Event
Lattice Events are subject to change at any time. Lattice does not guarantee the attendance of any third party (including any sponsor or speaker), or that any scheduled session, breakout, keynote or other activity will take place.
General
Lattice reserves the right to change, amend, add, or remove any of the above Terms in its sole discretion and without prior notice. If one or more of the conditions outlined in these Terms should become invalid, the remaining conditions will continue to be valid and apply. The views expressed by any Attendee, including without limitations any speaker, exhibitor, or sponsor are not necessarily those of Lattice. All Attendees, speakers, exhibitors, and sponsors are solely responsible for the content of all individual or corporation presentations, marketing collateral, and/or advertising. These Terms and all matters arising out of or relating to these Terms, whether in contract, tort, by statute or otherwise, are governed by and construed in accordance with the laws of the State of California, without giving effect to the conflict of law provisions, and the parties agree to submit to the exclusive jurisdiction of the state and federal courts located in San Francisco, California, except that Events organized primarily by Lattice Technologies Limited are governed by and construed in accordance with the laws of England and Wales, without giving effect to the conflict of law provisions, and in such cases the parties agree to submit to the exclusive jurisdiction of the English courts.
Lattice Event Speaker Terms and Conditions
Effective April 26th 2023
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Lattice Event
Speaker Terms and Conditions
By submitting an application to appear or present at a speaking opportunity (a “Speaker Application”) at an event organized or sponsored either by Degree, Inc. d/b/a Lattice, or Lattice Technologies Limited (each “Lattice”), whether virtual or in-person (in each case a “Lattice Event”), regardless of whether the Speaker Application is submitted by the individual named thereon (the “Speaker”, “you” or “your”) or their proxy, Speaker represents that Speaker is or will be at least 18 years old or older at the time of the Lattice Event or the recording of Speaker’s appearance for publication and presentation at, and distribution following, the Lattice Event, and that Speaker has read and understands these Lattice Event Speaker Terms and Conditions (“Speaker Terms”). The Speaker Terms are effective upon submission of the Speaker Application (the “Effective Date”) and if Speaker is selected by Lattice to appear or present at a Lattice Event will remain in effect until termination or expiration in accordance with these Speaker Terms.
Unless Speaker subsequently enters into a separate agreement with Lattice that supersedes some or all of the provisions of these Speaker Terms, upon submission of a Speaker Application, Speaker represents that Speaker is not prohibited or conflicted from and has the authority to enter into and form a binding contract with Lattice, and agrees to be subject to, abide and be bound by, these Speaker Terms if the Speaker Application is accepted by Lattice for Speaker to appear or present at a Lattice Event.
For the avoidance of doubt, Lattice is under no obligation to respond to, accept, or approve of a Speaker Application, and submission of a Speaker Application does not guarantee that Speaker will be selected or approved as a Speaker at a Lattice Event.
In consideration of the mutual covenants set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lattice and Speaker agree as follows:
Speaker Obligations
Speaker will prepare and deliver their presentation at, or where applicable record their presentation for, the Lattice Event in accordance with Lattice’s reasonable instructions (including but not limited to with regard to the subject matter, length, date, and time of Speaker’s presentation) and the Speaker Terms. Speaker agrees: (i) to be present at the specified Lattice Event or recording session, which the exact date and time of Speaker’s presentation will be shared with Speaker through electronic communication; (ii) to let Lattice record Speaker’s session and make it available to Lattice Event attendees and participants, Lattice employees, contractors, officers, directors, volunteers or other personnel, and the general public either at no additional cost or for a fee; and (iii) that Lattice can add Speaker’s name, topic, and short biography to Lattice’s websites and any marketing or promotional materials related to the Lattice Event.
Speaker agrees to provide Speaker’s presentation content and material (“Content”) to Lattice for review and approval within the timeframe established by Lattice in its sole, reasonable discretion. Speaker accepts that time is of the essence in relation to the delivery of the Content. Speaker warrants that the Content: (a) materially conforms to Lattice’s reasonable instructions as well as any subject matter and content guidelines agreed upon by Lattice and Speaker; (b) is written, developed, and prepared with the skill, care, and ability of someone of Speaker’s caliber in Speaker’s field of expertise; (c) is of a high standard and reasonably suitable for the Lattice Event participants or attendees to whom it is addressed; and (d) does not contain anything which is illegal, discriminatory, derogatory, “hate speech”, blasphemous, defamatory, indecent, or which infringes the statutory or common law rights of any individual or third parties including any intellectual property rights.
If in the opinion of Lattice the Content: (i) is not of a standard suitable for the Lattice Event; (ii) does not comply with these Speaker Terms or does not materially conform to Lattice’s reasonable instructions as well as any subject matter and content guidelines agreed upon by Lattice and Speaker; or (iii) is not provided to Lattice on or before the specified delivery date, Lattice will discuss this with Speaker and attempt to resolve any issues in good faith. Regardless of the outcome of any such discussions, Speaker understands and agrees that Lattice is under no obligation to accept or use the Content, and that Lattice may reject the Content and cancel Speaker’s presentation at the Lattice Event in Lattice’s sole discretion.
In addition to the foregoing, Speaker acknowledges and agrees that Lattice takes no responsibility for, and specifically disclaims any responsibility for, the Content. Lattice may, however, upon reviewing the Content (if Lattice chooses to do so), request that Speaker make changes to the Content, including editing, adapting, or altering the Content in a manner that Lattice reasonably determines in its sole discretion may be suitable for presentation at the Lattice Event. In such case, Lattice will endeavor to provide Speaker with sufficient notice and reasons for any requested changes, and will take Speaker’s views into account wherever reasonably possible.
Unless otherwise agreed to with Lattice, Speaker remains at all times responsible for their travel, lodging, meals, and any other out of pocket expenses incurred in relation to the Lattice Event, if any.
Lattice is responsible for organizing, recording, and producing the Lattice Event, and will provide support services that it determines to be required for the Lattice Event. For in-person Lattice Events this will include any audio, video, lighting, and recording equipment. For virtual or online events this will include a virtual platform for recording and producing the Lattice Event, provided unless otherwise agreed to by Lattice, Speaker is responsible for providing their own equipment or device capable of connecting to such platform. If Speaker requires or desires any non-typical equipment or support, Speaker must provide Lattice with sufficient notice for Lattice to reasonably be able to procure the same. Lattice has no obligation to grant or comply with any such request, and is entitled in its sole discretion to reject any such request for any reason.
Term, Termination, and Survival
The term of these Speaker Terms will commence on the Effective Date and continue until completion or cancellation of the applicable Lattice Event, unless sooner terminated in accordance with the terms set forth herein.
Lattice has the right to terminate these Speaker Terms and cancel Speaker’s appearance or presentation at any time, effective immediately, for any reason or no reason, on written notice (e-mail sufficient) to Speaker or, where applicable, Speaker’s employer or authorized representative.
Speaker may terminate these Speaker Terms by giving written notice to Lattice if Lattice: (i) materially breaches the Speaker Terms and fails to remedy such breach within 30 days of Speaker’s notice given to Lattice; (ii) materially breaches the Speaker Terms where such breach is not capable of remedy; (iii) if Lattice becomes insolvent, files a petition for bankruptcy, or commences, or has commenced against it, proceedings relating to bankruptcy, receivership, reorganization, or assignment for the benefit of creditors; or (iv) Lattice announces that the Lattice Event, or the relevant part thereof, is canceled and will not be rescheduled or will be postponed indefinitely or to a time that makes Speakers appearance or presentation materially impracticable, or Lattice substantially changes the nature or requirements of Speaker’s planned presentation at the Lattice Event.
Following any termination or expiration of these Speaker Terms, the rights and obligations of the parties in these Speaker Terms which, by their nature, should survive termination or expiration of these Speaker Terms, will survive any such termination or expiration of these Speaker Terms.
Speaker’s Content Release
Lattice may desire to share Lattice Event content beyond and following the Lattice Event. As such, sessions held during the Lattice Event may be photographed and recorded, and made publicly available through the Lattice website and digital properties, as well as third-party platforms including those of Lattice’s partners, sponsors, or social media platforms.
In consideration for the platform provided to Speaker at or through the Lattice Event, the Speaker grants Lattice the right and all necessary licenses to make recordings of and take photographs of Speaker’s presentation at the Lattice Event (“Recordings”) and to (i) copy, reproduce, distribute, publish, broadcast, display, edit, translate, make derivatives of, or otherwise disseminate the Recordings, in whole or in part, without any further approval from the Speaker, throughout the world, in perpetuity, in any and all media now known or hereafter developed, (ii) use the Recordings for educational purposes, commercial purposes, publicity, and promotion of Lattice and Lattice Events in general. This grant to Lattice includes, but is not limited to, the right to use the Recordings either alone or together with supporting information, such as Speaker’s name, voice, photograph, likeness, and biographical data.
Speaker agrees to release Lattice, and its officers, licensees, and assignees, from any and all claims Speaker or any third party may have arising out of Speaker’s participation in the Lattice Event and the uses of any Recordings. Additionally, Speaker expressly waives any rights to royalties or other compensation it may have arising from or related to Speaker’s presentation, appearance, or Content. This release, including the rights and licenses granted hereunder, is intended to survive the expiration or termination of these Speaker Terms, and accordingly there is no time limit on the validity of the same, nor is there any geographic limitation hereunder on where the Recordings (in whole or in part) may be distributed.
Speaker represents and warrants to Lattice that Speaker is authorized to grant to the licenses, rights, and release set forth herein above.
Intellectual Property
Speaker owns all intellectual property in the Content and nothing in these Speaker Terms transfers any intellectual property to Lattice. In order for Lattice to obtain the full benefit of Speaker’s presentation, Speaker grants Lattice the rights and licenses set out in the Speaker’s Content Release provision, as applicable. Speaker warrants that the Content is an original work and does not infringe on the rights of any third party, including without limitation intellectual property rights. To the extent that the Content contains any third party intellectual property rights (other than Lattice materials), Speaker warrants that Speaker has obtained from such third party the unrestricted, perpetual, worldwide permission for Lattice and its licensees to use such intellectual property rights in the Content for the purpose of the Lattice Event and in accordance with the licenses granted in these Speaker Terms. All such third-party intellectual property rights must be identified and acknowledged by Speaker in the Content.
Speaker will indemnify and keep Lattice indemnified at all times against any and all actions, claims, proceedings, costs, and damages, and all legal costs and other expenses reasonably incurred by Lattice, or for which Lattice may become liable, with respect to any intellectual property rights infringement claim relating to or arising out of Speakers Content or presentation, or otherwise arising from or related to Speaker’s participation in a Lattice Event.
Confidentiality
If selected to appear or present at a Lattice Event, Speaker may have access to Lattice’s information, which will be deemed “Confidential Information” if identified as such by Lattice or if the information by its nature is normally and reasonably considered confidential, such as information regarding products, methodology, research, customers, business partners, business plans and any information that provides a competitive advantage, or information that would cause Lattice irreparable harm if disclosed without Lattice’s authorization. Speaker agrees to maintain Lattice’s confidentiality and will not make any unauthorized Use of any private or Confidential Information about Lattice, the Lattice Parties, Lattice’s customers, or Lattice’s private or financial affairs, as the case may be. This restriction does not apply to any information which is already in, or comes into, the public domain otherwise than through Speaker’s unauthorized disclosure. Notwithstanding these terms, the provisions of this Clause will survive any expiration or termination of these Speaker Terms.
Promotional Rights.
Lattice shall have the exclusive right to: publicly promote Speaker’s participation in the Lattice Event and Speaker’s presentation in a manner of Lattice’s choosing, which may include use of Speaker’s biography and likeness, both before and after the Lattice Event. Upon Lattice’s request, Speaker must timely provide Lattice an approved biography and image or likeness of Speaker for Lattice’s use promoting the Event. Lattice may, but will not be required, to seek Speaker’s approval for Lattice’s use of the approved biography or likeness as contemplated hereunder.
Lattice will promote the Lattice Event in Lattice’s sole discretion, and does not provide any promises or warranties that the intended participants or attendees can or will attend, view, or participate in the Lattice Event, or that any promotion or publicity expected or desired by Speaker will be generated.
Speaker may promote the Lattice Event only in accordance with Lattice’s instructions or prior written approval, and at all times subject to these Speaker Terms and where applicable any Lattice Event Terms and Conditions, provided that such promotional initiatives and any cost associated therewith will be the sole responsibility of the Speaker. In addition, Speaker will neither have any authority to bind or commit Lattice in any manner nor will Speaker represent to any person that it is an agent of Lattice or is otherwise authorized to bind Lattice to any transaction.
Relationship
As between Lattice and Speaker, Speaker understands and agrees that Speaker is an independent contractor and that Speaker is not Lattice’s employee, worker, partner, or agent. If applicable, Speaker shall be solely responsible for the payment of their income tax and insurance and Speaker is not entitled to the provision of any employee benefits from Lattice nor will Lattice be required to pay any sick pay, holiday pay, or insurance on behalf of Speaker. Speaker at all times remains responsible for the payment of any and all taxes of any kind resulting from the services Speaker performs in relation to a Lattice Event.
Speaker agrees to indemnify and keep Lattice fully indemnified against all costs (including legal costs), claims, demands, deductions, contributions, assessment, expenses, penalties, fines, interest, and liabilities arising out of or in connection with (i) any claim, finding, or determination that Speaker is an employee, worker, or agent of Lattice (including Lattice’s costs of terminating any employment or alleged employment), (ii) any claim, finding, or determination by the relevant tax or regulatory authorities that Lattice is obliged to make tax or insurance (or equivalent) contributions or social security contributions on the basis that Speaker is, or deemed to be, an employee, worker, or agent of Lattice, and/or (iii) any breach by Speaker of the warranty above.
Limitation of Liability
Speaker understands and agrees that Lattice and its shareholders, officers, directors, employees, agents, independent contractors and representatives (the “Lattice Parties”) will not be liable for, and Speaker assumes all such risk and expressly releases the Lattice Parties from, any direct, indirect, consequential, punitive, special, or any other damages, losses, suits, claims, causes of action, liabilities, expenses, costs, and attorneys’ fees incurred arising from or in relation to Speaker’s appearance at, participation in, or otherwise in connection with a Lattice Event or these Speaker Terms, whether the events giving rise to the same occur prior to, during, or after a Lattice Event. Speaker further agrees to indemnify, defend, and hold harmless the Lattice Parties from any and all losses, damages, fines, suits, claims, causes of action, liabilities, expenses, costs, and attorneys’ fees incurred arising from or in relation to Speaker’s appearance at, participation in, or otherwise in connection a Lattice Event or these Speaker Terms, whether the events giving rise to the same occur prior to, during, or after a Lattice Event.
Assignment
Speaker acknowledges and agrees that Speaker has no right to assign, transfer, delegate, or subcontract any of Speaker’s rights or obligations under these Speaker Terms without the prior written consent of Lattice. Any purported assignment, transfer, delegation, or subcontract in violation of this Section shall be null and void. No attempted assignment, transfer, delegation, or subcontract will relieve Speaker of any of Speaker’s obligations hereunder. Notwithstanding the foregoing, if Speaker is unable to perform their obligations hereunder, Speaker may, with the prior written approval of Lattice, appoint a suitably qualified and skilled substitute to appear or present in place of Speaker, provided that any such substitute will be required to enter into direct Speaker Terms with Lattice, including with regard to confidentiality.
Lattice may at any time assign, transfer, delegate, or subcontract any or all of its rights or obligations under these Speaker Terms without Speaker's prior written consent.
General
Except where Speaker subsequently enters into a separate agreement with Lattice that supersedes some or all of the provisions of these Speaker Terms, these Speaker Terms constitute the entire agreement between Speaker and Lattice. Each party agrees that they do not rely on, and shall have no remedies in respect of, any representation or warranty (whether made innocently or negligently) that is not set out in these Speaker Terms. The rights and liabilities of the parties hereto are binding on, and shall inure to benefit of, the parties and their respective successors and permitted assigns. Any variation to the provisions of these Speaker Terms will have no effect unless expressly agreed in writing and signed by a duly authorized representative of Lattice. These Speaker Terms and all matters arising out of or relating to these Speaker Terms or a Lattice Event, whether in contract, tort, by statute or otherwise, are governed by and construed in accordance with the laws of the State of California, without giving effect to the conflict of law provisions, and the parties agree to submit to the exclusive jurisdiction of the state and federal courts located in San Francisco, California, except that Lattice Events organized primarily by Lattice Technologies Limited are governed by and construed in accordance with the laws of England and Wales, without giving effect to the conflict of law provisions, and in such cases the parties agree to submit to the exclusive jurisdiction of the English courts. Speaker hereby waives, to the fullest extent permitted by applicable law, any right it may have to a trial by jury in any legal proceeding directly or indirectly arising out of or relating to these Speaker Terms or a Lattice Event.
Lattice University Terms of Use
Effective May 27th 2023
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LATTICE UNIVERSITY TERMS OF USE
These Lattice University (“Lattice U”) Terms of Use (“Lattice U Terms”) govern access to and use of Lattice U and all additional domains, including on-demand course content, credentials, certification exams and live sessions, as each may be made available by Degree, Inc. dba Lattice (“Lattice”, “we”, “our”, or “us”). As used herein, the term "you", “your”, or “yours” refers to both the individual registering to access and actually accessing, using, or participating in Lattice U, as well as, where applicable, the entity or organization (a) through which they access Lattice services through a paid subscription (a “Lattice Customer”), or (b) on whose behalf or at whose direction they are authorized to access Lattice U, including without limitation as an employee, consultant, contractor, or agent (your “Organization”). By accessing Lattice U, you agree to abide and be bound by these Lattice U Terms, including Lattice’s Privacy Policy which is incorporated herein by reference, and you represent that you are authorized to agree on behalf of and bind the Lattice Customer or your Organization, as each may be applicable, to the terms and conditions set forth in these Lattice U Terms. Further, you understand and agree that accessing, participating in, or using Lattice U does not constitute you or your Organization becoming a customer of Lattice absent a paid subscription to Lattice services. For the avoidance of doubt, you understand and agree that Lattice U is distinct from and does not constitute Lattice services. Notwithstanding the foregoing, if you are accessing Lattice U as an employee, consultant, contractor, or agent of a Lattice Customer, these Lattice U Terms supplement the Lattice Terms of Service or any other agreement (an “Agreement”) between the Lattice Customer and Lattice, and such Agreement is incorporated here by reference. In such case, any terms not defined or provisions not set forth in these Lattice U Terms will be as defined in the Agreement, if applicable, and in the event of a direct conflict between the Lattice U Terms and the Agreement, solely with respect to the subject matter herein, these Lattice U Terms will govern.
- Access
Upon successfully registering for a Lattice U account using your name and a corporate email address, and subject at all times to your compliance with these Lattice U Terms, and where applicable an Agreement, Lattice grants you a non-exclusive, non-sublicensable, non-transferable right to access and use Lattice U solely for your internal business use. You are required to use complete and accurate information to register for and access Lattice U. Some Lattice U content may only be accessible to you if you access Lattice U as an employee, consultant, contractor, or agent of a Lattice Customer. No rights are granted hereunder for you to access Lattice U or any features or content therein for your or any other party’s commercial use. - Your Responsibilities
By accessing and using Lattice U, you understand and agree that your access to and use of Lattice U is conditional upon your agreement to and compliance with the Lattice U Terms. At all times you must comply with all laws and regulations applicable to your access to or use of Lattice U, including any content, materials, or other information provide to or achieved by you through Lattice U. You are responsible for remaining aware of any updates to Lattice U content and features, which may be updated from time-to-time without notice to you. If Lattice determines that you have violated these Lattice U Terms, then upon notice from Lattice, you will promptly remediate any such issues, or cease all use of Lattice U. Where Lattice U provides the opportunity to earn achievements such as through program completions, badges, awards, or certifications (hereinafter a Lattice U “Credential”), you will only use, display, or promote the Credential(s) to indicate that you have satisfied the requirements to achieve such Credential. You are responsible for maintaining the confidentiality of all passwords or credentials you use to access Lattice U, and you agree to notify us promptly of any actual or suspected unauthorized use of your account, or any other breach or suspected breach of these Lattice U Terms. You are also responsible for obtaining and maintaining any equipment and ancillary services needed to connect to the internet in order to access or otherwise use Lattice U, including, without limitation, modems, hardware, servers, software, operating systems, networking, web servers and the like (collectively, “Equipment”), excluding the equipment and technology necessary for us to host and make Lattice U available to you. You are responsible for maintaining the security of the Equipment. - Restrictions on Use
- Except as specifically provided in these Lattice U Terms, an Agreement, or as expressly permitted by Lattice in a separate writing, you will not: (i) make Lattice U available to, or use any Lattice U for the benefit of, any third party, (ii) sell, resell, license, sublicense, distribute, rent or lease any portion of Lattice U, or include any portion of Lattice U in a service or outsourcing offering, (iii) use Lattice U to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third party privacy rights, (iv) use Lattice U to store or transmit any virus, malware, or any other malicious code, (v) interfere with or disrupt the integrity or performance of Lattice U or any third-party data contained therein, (vi) permit direct or indirect access to or use Lattice U in a way that circumvents Lattice U access restrictions, or use Lattice U to access any Lattice or Third Party intellectual property, except as expressly permitted under these Lattice U Terms, an Agreement, or separate writing between you and Lattice, (vii) frame or mirror any part of Lattice U (viii) access Lattice U in order to build a competitive product or service or to benchmark with a non-Lattice U product or service, (ix) reverse engineer, copy, or modify software included as part of Lattice U, (x) utilize Lattice U for improper, fraudulent or other non-legitimate business purpose, or (xi) use, modify, or exploit Lattice U or any content or materials therein in any way that infringes or misuses Lattice’s or a third party’s rights, including intellectual property or privacy rights, or violates or causes any other party to violate these Lattice U Terms or any applicable law.
- Specifically with regard to any Credential, except as specifically provided in these Lattice U Terms, an Agreement, or as expressly permitted by Lattice in a separate writing, you will not (i) misrepresent your Credential status, completion of any Lattice U courses or Credential program activities, or knowledge of Lattice services, or make any statements that are contrary to these Lattice U Terms; (ii) suggest or represent that a Credential creates any warranty or guarantee of your abilities with regard to any Lattice service; (iii) engage in any fraud, misconduct, or engage in any acts or omissions that negatively affect Lattice or a Third Party, or the reputation of Lattice or a Third Party, Lattice U, any Credential, or a Lattice Mark (as defined in Section 5); or (iv) state, imply, or infer that you, or any third party, has any relationship with Lattice, including any preferred status, affiliation, endorsement, partnership or recommendation from or by Lattice. Each Credential is the intellectual property of Lattice, a Third Party, or Lattice’s licensors, and you agree that you will not exert or attempt to exert any ownership or other intellectual property rights in any Credential, Lattice U content and material, or register any Credential or Lattice Mark or any confusingly similar marks or logos with the United States Patent and Trademark Office or any other such office, or combine a Credential or any Lattice Mark with any other word, design, or mark.
- Third Party Content and Features
Access to Lattice U, as well as certain Lattice U content or features, may be provided by Lattice’s partners or other third-party service providers, including without limitation WorkRamp, Inc. (“WorkRamp”). As used in these Lattice U Terms, the term “Third Party” means, whether singular or plural, both collectively and each individually, the third party partners and service providers, including WorkRamp, that provide content or features accessible to you in Lattice U. Access to and use of Third Party content and features made available through Lattice U may require and be subject to your agreement to be bound and abide by a Third Party’s terms governing permitted or restricted uses of the same. Because we do not control such Third Parties, the availability of or access to any Third Party content or features may be terminated, suspended, or otherwise unavailable at any time, and for any reason. Further, you hereby acknowledge and agree that Third Party content and features provided through Lattice U are provided “as is”, are accessed and used at your own risk, and that Lattice has no liability for your reliance on or use of Third Party content or features, including without limitation, their security, requirements, or use of your data. By accessing and using Lattice U, you expressly permit and instruct Lattice to disclose to and collect from Third Parties any information, which may include personal information, that you input into Lattice U or any Third Party content or features therein where required to access or use the same. - Ownership
- All rights, title, and interest in and to all intellectual property rights in Lattice U are and will remain owned exclusively by Lattice and its licensors, including as applicable Third Parties. All Lattice U content, Credentials, and material, including any names, logos, and trademarks of Lattice (each a “Lattice Mark”) or a Third Party made accessible to you through Lattice U are owned or licensed solely by Lattice or a Third Party. Nothing in these Lattice U Terms provides you with a license or right to copy, maintain, use or run such Lattice U content, Credentials, or material except as expressly and otherwise provided herein, and other than as expressly set forth in these Lattice U Terms or an Agreement, no license or other rights in or to Lattice U or other Lattice intellectual property rights are granted to you, and all such rights are expressly reserved to Lattice U and its licensors or Third Parties. Nonetheless, ownership in all derivatives, modifications, new functionalities, enhancements, and customization related to Lattice U created by Lattice or a Third Party, or by or for you will immediately vest in Lattice, or as applicable a Third Party, upon creation. Nothing in these Lattice U Terms will preclude or restrict Lattice from using or exploiting any concepts, ideas, techniques or know-how of or related to Lattice U. Your use of Lattice U content, Credentials, or material in accordance with these Lattice U Terms does not constitute joint ownership in Lattice’s or any Third Party’s intellectual property. Use of Lattice Marks without Lattice’s prior written consent is expressly prohibited except as otherwise permitted by this these Lattice U Terms, an Agreement, or as agreed in a separate writing with Lattice is, and any such permitted use of the Lattice Marks or any Third Party trademarks or logos may be subject to the mark owner’s trademark and logo usage guidelines where applicable.
- As between you and Lattice, except for any Feedback (as defined below) any information you input into Lattice U is and will remain owned exclusively by you, the Lattice Customer, or your Organization, as applicable. You represent and warrant that you are authorized to, and do hereby, grant Lattice and any Third Parties a worldwide, royalty free license to host, process, analyze, and otherwise use the information you input into Lattice U for Lattice to (i) provide you access to, develop, and improve the Lattice U platform and the content, features and materials therein, and (ii) otherwise use such information consistent with the activities described in these Lattice U Terms, as well as an Agreement and Lattice’s Privacy Policy, as each may be applicable.
- You agree that Lattice, and as applicable any Third Parties, may collect, use, and otherwise process usage information reflecting your access or use of Lattice U, including in content, features or material therein, to operate, improve and support Lattice U for their own lawful business purposes, including without limitation to monitor your use of Lattice U for compliance with these Lattice U Terms.
- Feedback
If you send Lattice any recommendations, suggestions, proposals, ideas, improvements, or other feedback regarding Lattice U or any Lattice services (“Feedback”), such Feedback will be the exclusive property of Lattice, and Lattice may use it for any purpose. To the extent you own any rights in the Feedback, you agree to assign and hereby do assign to Lattice all right, title, and interest in and to the Feedback, and you acknowledge and agree that Lattice is under no obligation to compensate or credit you for such assignment. In the event the Feedback is subject to any rights that cannot be or are not effectively assigned to Lattice hereunder, you hereby grant Lattice an irrevocable, perpetual, royalty-free, license to use, incorporate, and further develop such Feedback without any restrictions or attribution. - Privacy
You may be required to input certain personal information in order to access and use Lattice U. Personal information collected by Lattice related to your access to and use of Lattice U will be used to provide you with access to Lattice U content, activities, and other materials within Lattice U. You control what information Lattice U collects when you register for and use Lattice U, provided successful registration for Lattice U requires you to provide your name, email address, employer or company name, and whether you use Lattice services. Lattice will process personal information input into Lattice U in accordance with these Lattice U Terms and Lattice’s Privacy Policy. If you are not an existing Lattice Customer, where permitted under applicable law, we may use your personal information to send you information related to other Lattice services, content, resources, and events. You can “unsubscribe” or “opt-out” of such communications at any time using the manners described in our Privacy Policy. If you access or use Lattice U through a Lattice Customer or your Organization, personal information input by or collected about you through Lattice U may also be processed in accordance with an Agreement between Lattice and the Lattice Customer or your Organization, as applicable. In such case Lattice may also share your Lattice U enrollment information and course progress through completion with your applicable Lattice Customer or Organization administrators. This may include individual data such as your name, email address, course enrollment date, course end date, and if applicable any Credential earned. If you access or use any Lattice U content or features provided by a Third Party, including but not limited to WorkRamp, any personal information you input through such access or use may be collected by such Third Party and disclosed to Lattice. Any personal information collected by a Third Party will be processed in accordance with such Third Party’s privacy policy. We encourage you to review any such Third Party privacy policies prior to accessing or using Third Party content or features through Lattice U. Finally, Lattice U enrollment and completion data may also be used in aggregate form to develop and improve Lattice U content and material. - Suspension and Termination
As between you and Lattice, you have no obligation to use Lattice U, and you may cease use of Lattice U at any time in your sole discretion. Lattice may suspend your access to Lattice U or terminate these Lattice U Terms for no reason or any reason at Lattice’s sole discretion, including if you breach the Lattice U Terms or violate any applicable law. Lattice may suspend access to or decommission Lattice U at any time for any reason or no reason, at which time these Lattice U Terms will also terminate. Termination of the Lattice U Terms or your suspension from Lattice U will result in a termination of your right to access or use any Lattice U content or materials. Any provision of the Lattice U Terms that by its express terms or nature and context are intended to survive termination of these Lattice U Terms will survive termination of these Lattice U Terms. Following termination of the Lattice U Terms, Lattice will have no obligation to maintain or provide any data or information to you, and thereafter may retain, delete, or destroy all copies of such data or information, except if Lattice is required to retain, delete, or destroy data or information for legal purposes. - Warranty and Liability Disclaimer
EXCEPT AS EXPRESSLY PROVIDED FOR HEREIN OR IN AN AGREEMENT, LATTICE U, INCLUDING ANY LATTICE U OR THIRD PARTY CONTENT, FEATURES, MATERIALS, DOCUMENTATION, ANY CREDENTIALS, LATTICE MARKS, AND ALL RELATED CONTENT AND INFORMATION THEREIN, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, AND LATTICE EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NEITHER LATTICE NOR ANY THIRD PARTY WARRANTS THAT LATTICE OR ANY CONTENT OR FEATURES THEREIN WILL BE ERROR-FREE OR UNINTERRUPTED, OR WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. YOU UNDERSTAND AND AGREE THAT LATTICE WILL NOT BE LIABLE FOR ANY LOSS OF PROFITS, REVENUES, GOODWILL OR BUSINESS INTERRUPTION, LOSS OF ANTICIPATED SAVINGS, LOSS OF USE, COSTS OF SUBSTITUTE GOODS OR SERVICES, WORK STOPPAGE OR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THESE LATTICE U TERMS OR YOUR ACCESS TO OR USE OF LATTICE U, HOWEVER CAUSED, AND BASED ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, EVEN IF SUCH PARTY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING DISCLAIMER WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW. IN ADDITION TO THE FOREGOING, LATTICE MAKES NO WARRANTIES THAT YOU WILL BE AWARDED ANY CREDENTIALS, THAT YOUR CREDENTIALS OR THE PROGRAM WILL BE MAINTAINED OR RENEWED, OR THAT YOUR PARTICIPATION IN LATTICE U WILL RESULT IN ANY MONETARY OR COMMERCIAL BENEFIT, EXPERTISE RELATED TO ANY SUBJECT MATTER OF ANY LATTICE U CONTENT OR MATERIALS OR ANY LATTICE SERVICE, THE SATISFACTORY PERFORMANCE OF ANY LATTICE SERVICE, OR OTHERWISE MEET THE REQUIREMENTS NEEDED TO ADMINISTER OR PROVIDE ANY LATTICE SERVICE. LATTICE’S DECISIONS REGARDING LATTICE U, PASSING COURSE SCORES, EVALUATION OF COURSES, AND THE PROVISIONING OF CREDENTIALS ARE MADE IN LATTICE’S OR AS APPLICABLE A THIRD PARTY'S SOLE DISCRETION AND NEITHER LATTICE NOR ANY THIRD PARTY WILL BE LIABLE TO YOU OR ANY OTHER PARTY FOR SUCH DECISIONS. YOU FURTHER UNDERSTAND AND AGREE THAT LATTICE WILL NOT BE LIABLE FOR ANY HARM, DAMAGES, OR LIABILITY ARISING IN WAY FROM OR IN RELATION TO ANY THIRD PARTY CONTENT OR FEATURES ACCESSED OR USED IN CONNECTION WITH LATTICE U. - Indemnification
You will defend any claim brought against Lattice or a Third Party to the extent such claim relates to or arises from (a) your use of Lattice U or any content, material, or features therein other than in accordance with these Lattice U Terms, or (b) Lattice’s or a Third Party’s use of information you input into Lattice U to register for, access, or use Lattice U or any content, features, or material therein (provided such information is used by Lattice or a Third Party in accordance with the Lattice U Terms). You will indemnify and pay all damages (including reasonable attorney fees) finally awarded against Lattice or a Third Party (or amounts agreed in a monetary settlement) with respect to any such claim. - General
The Lattice U Terms (together with any Agreement and linked terms) contain the entire agreement of the parties concerning the subject matter of the Lattice U Terms and supersede all prior communications, representations, agreements, and understandings, either oral or written between the parties with respect to such subject matter. The parties are independent contractors. These Lattice U Terms do not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the parties. Each party will be solely responsible for payment of all compensation owed to its employees, as well as all employment-related taxes. You may not assign the Lattice U Terms, in whole or part, without the prior written consent of Lattice, and any attempt to transfer your rights or obligations under the Lattice U Terms will be void. The Lattice U Terms will be governed by and construed under the laws of the State of California without reference to conflict of laws principles. The provisions of the United Nations Convention of Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Acts will not apply to the Lattice U Terms in any manner whatsoever. With regard to any dispute between you and Lattice arising hereunder, you agree to be subject to the exclusive jurisdiction of the state and federal courts located in San Francisco, California, and you further agree and consent to the exclusive jurisdiction and venue of such courts. If a provision of the Lattice U Terms is determined to be unenforceable or invalid, the provision will be revised so as to best accomplish the objectives of the parties as evidenced by the Lattice U Terms. Otherwise, any provision found to be unlawful, unenforceable, or void that cannot be so revised will be severed from the remainder of the Lattice U Terms, and the remainder of the Lattice U Terms will continue in full force and effect without said provision. Waiver of any term of the Lattice U Terms or forbearance to enforce any term by Lattice shall not constitute a waiver as to any subsequent breach or failure of the same term or a waiver of any other term of the Lattice U Terms. Except with regard to any Third Party as described herein, there are no third-party beneficiaries to the Lattice U Terms, and you acknowledge that Lattice will have no obligations or liability whatsoever to any third parties with which you do business.
Electronic Record and Signature Disclosure
Effective June 1st 2023
DownloadTable of Contents
Electronic Record and Signature Disclosure
Please read this Electronic Record and Signature Disclosure (“Disclosure”) carefully. It contains important information.
In this Disclosure:
- “We,” “us,” and “our” means the person or organization using the Lattice Service to present you with Communications to review and/or sign, and our current and future affiliates and assignees (if any). Degree, Inc. dba Lattice, and its affiliates (collectively “Lattice”) are not parties to this Disclosure unless Lattice is the party using the Lattice Service to present these Communications to you.
- “You” and “your” means the person giving consent to the use of electronic signatures and records.
- "Communications” means all the documents and information provided to you through the Lattice Service to review, or that you use the Lattice Service to sign or submit or agree to, which are related to your Transaction. Communications include but are not limited to disclosures, notices, agreements, and other documents and information.
- “Lattice Service” means the online software as a service made available by Lattice and any supporting services, including but not limited to any electronic signing platform you are using to electronically review and sign Communications, therein.
- “Transaction” means the transaction for which you are reviewing and signing Communications using the Lattice Service.
From time to time, we may be required by law to provide you with certain information related to the Transaction “in writing” – which means you have a right to receive that information on paper. However, with your consent, we may provide this information to you electronically instead. We also need your general consent to use electronic records and signatures.
Please Note: Your electronic signature on Communications presented and signed through the Lattice Service will be just as enforceable as a handwritten signature on a paper document.
1. Scope of Your Consent
This Disclosure applies to all Communications that we may provide to you through the Lattice Service. Your consent to the use of electronic signatures and records does not mean that we are required to complete any Transaction or provide any Communication to you electronically. We may, at our option, complete any Transaction and deliver any Communication to you on paper, and require you to execute any Communication manually, should we choose to do so.
2. Obtaining Paper Copies
You have a right to obtain paper copies of any information we are required to provide you “in writing,” and at any time you may request from us a paper copy of any Communication provided or made available electronically to you by us. You will have the opportunity to download and retain a copy of all the Communications you review or sign at our request through the Lattice Service. You may also request a paper copy of any Communication by contacting us, provided that you provide us with sufficient information to identify the Transaction and the Communications you are requesting. We may charge you a service fee for any paper copies that you request. Any service fee for paper copies you request will be disclosed to you before you are charged.
3. System Requirements
The minimum system requirements to use the Lattice Service to review and sign Communications electronically may change over time. To review and sign Communications electronically using the Lattice Service, you must have:
- An Up-to-Date Version (defined below) of an internet browser we support
- A connection to the internet, and
- A computer or other device and an operating system capable of supporting all of the above. You will also need a printer if you wish to print out and retain records on paper, and electronic storage and an Up-to-Date Version of a program that accurately reads and displays PDF files (such as Adobe Acrobat Reader) if you wish to retain and later view records in electronic form.
You must also be an active user of or have access to the Lattice Service.
In some cases, you may also need a specific brand or type of device that can support a particular software application, including an application intended for particular mobile or handheld devices.
“Up-to-Date Version” means a version of the software that is being supported by its publisher on the date of your Transaction. Beta versions of software may not supported.
4. How to Withdraw Your Consent
If you decide to withdraw your consent to the use of electronic signatures and records before you complete the Transaction, you may do so by:
- Declining to sign a Communication from within your signing session for the Transaction, or you may;
- Send us an email and in the body of such request you must state your email, full name, mailing address, and telephone number.
If you withdraw your consent before your Transaction is complete, you will be unable to proceed electronically. You may be required to restart the Transaction via paper, or you may be unable to complete the Transaction at all.
Your withdrawal of consent does not affect any other consent you give us at any other time to use electronic records and signatures. Withdrawing consent also does not affect any agreement you make in the Communications, or any other agreement with us, to use electronic records and signatures in the future.
5. Updating Contact Information
You may update your contact information with us at any time by:
- Notifying your primary point of contact with us;
- Contacting the individual or department associated with your Transaction, or
- Using any other process we make available to you for updating contact information.
6. Consent and Acknowledgment
By checking the box indicating your agreement to use electronic records and signatures, you are:
- Acknowledging that you have read and understand this Disclosure;
- Consenting to use electronic signatures and records in connection with Communications we provide to you through the Lattice Service;
- Representing and warranting that you are authorized to give consent on behalf of both yourself and any other person entering into the Transaction along with you or on your behalf; and
- Confirming that you are able to receive, access, and view the information presented electronically via the methods described above.
Effective June 1st 2023 to June 1st 2023
DownloadTable of Contents
Electronic Record and Signature Disclosure
Please read this Electronic Record and Signature Disclosure (“Disclosure”) carefully. It contains important information.
In this Disclosure:
- “We,” “us,” and “our” means the person or organization using the Lattice Service to present you with Communications to review and/or sign, and our current and future affiliates and assignees (if any). Degree, Inc. dba Lattice, and its affiliates (collectively “Lattice”) are not parties to this Disclosure unless Lattice is the party using the Lattice Service to present these Communications to you.
- “You” and “your” means the person giving consent to the use of electronic signatures and records.
- "Communications” means all the documents and information provided to you through the Lattice Service to review, or that you use the Lattice Service to sign or submit or agree to, which are related to your Transaction. Communications include but are not limited to disclosures, notices, agreements, and other documents and information.
- “Lattice Service” means the online software as a service made available by Lattice and any supporting services, including but not limited to any electronic signing platform you are using to electronically review and sign Communications, therein.
- “Transaction” means the transaction for which you are reviewing and signing Communications using the Lattice Service.
From time to time, we may be required by law to provide you with certain information related to the Transaction “in writing” – which means you have a right to receive that information on paper. However, with your consent, we may provide this information to you electronically instead. We also need your general consent to use electronic records and signatures.
Please Note: Your electronic signature on Communications presented and signed through the Lattice Service will be just as enforceable as a handwritten signature on a paper document.
1. Scope of Your Consent
This Disclosure applies to all Communications that we may provide to you through the Lattice Service. Your consent to the use of electronic signatures and records does not mean that we are required to complete any Transaction or provide any Communication to you electronically. We may, at our option, complete any Transaction and deliver any Communication to you on paper, and require you to execute any Communication manually, should we choose to do so.
2. Obtaining Paper Copies
You have a right to obtain paper copies of any information we are required to provide you “in writing,” and at any time you may request from us a paper copy of any Communication provided or made available electronically to you by us. You will have the opportunity to download and retain a copy of all the Communications you review or sign at our request through the Lattice Service. You may also request a paper copy of any Communication by contacting us, provided that you provide us with sufficient information to identify the Transaction and the Communications you are requesting. We may charge you a service fee for any paper copies that you request. Any service fee for paper copies you request will be disclosed to you before you are charged.
3. System Requirements
The minimum system requirements to use the Lattice Service to review and sign Communications electronically may change over time. To review and sign Communications electronically using the Lattice Service, you must have:
- An Up-to-Date Version (defined below) of an internet browser we support
- A connection to the internet, and
- A computer or other device and an operating system capable of supporting all of the above. You will also need a printer if you wish to print out and retain records on paper, and electronic storage and an Up-to-Date Version of a program that accurately reads and displays PDF files (such as Adobe Acrobat Reader) if you wish to retain and later view records in electronic form.
You must also be an active user of or have access to the Lattice Service.
In some cases, you may also need a specific brand or type of device that can support a particular software application, including an application intended for particular mobile or handheld devices.
“Up-to-Date Version” means a version of the software that is being supported by its publisher on the date of your Transaction. Beta versions of software may not supported.
4. How to Withdraw Your Consent
If you decide to withdraw your consent to the use of electronic signatures and records before you complete the Transaction, you may do so by:
- Declining to sign a Communication from within your signing session for the Transaction, or you may;
- Send us an email and in the body of such request you must state your email, full name, mailing address, and telephone number.
If you withdraw your consent before your Transaction is complete, you will be unable to proceed electronically. You may be required to restart the Transaction via paper, or you may be unable to complete the Transaction at all.
Your withdrawal of consent does not affect any other consent you give us at any other time to use electronic records and signatures. Withdrawing consent also does not affect any agreement you make in the Communications, or any other agreement with us, to use electronic records and signatures in the future.
5. Updating Contact Information
You may update your contact information with us at any time by:
- Notifying your primary point of contact with us;
- Contacting the individual or department associated with your Transaction, or
- Using any other process we make available to you for updating contact information.
6. Consent and Acknowledgment
By checking the box indicating your agreement to use electronic records and signatures, you are:
- Acknowledging that you have read and understand this Disclosure;
- Consenting to use electronic signatures and records in connection with Communications we provide to you through the Lattice Service;
- Representing and warranting that you are authorized to give consent on behalf of both yourself and any other person entering into the Transaction along with you or on your behalf; and
- Confirming that you are able to receive, access, and view the information presented electronically via the methods described above.
Lattice Integration Partner Data Processing Addendum
Effective September 7th 2023
DownloadTable of Contents
Lattice Integration Partner Data Processing Addendum
This Data Processing Addendum (“Addendum”) is incorporated into and forms part of the terms and conditions of the agreement (including where applicable the Lattice Technology Partner Data Sharing Agreement or "DSA") executed between Degree, Inc. d/b/a Lattice (“Company” or “Lattice”) and an authorized third party identified as a Lattice "Partner" (“Partner”) under which either or both Company and/or Partner may use a Lattice or Partner feature, integration, or other similar product or service to transfer Customer Data, including Personal Data of a Customer Data Subject to, from, or otherwise between Company’s and Partner’s respective products or services (the “Agreement”).
- Subject Matter and Duration
- Subject Matter. This Addendum (including all exhibits hereto) reflects the parties’ respective commitments to abide by Data Protection Laws concerning the Processing of Customer Data in connection with the Agreement. This Addendum is supplemental to the Agreement and sets out the roles and obligations that apply when either Company or Partner processes Personal Data of a Customer Data Subject on behalf of a Customer in connection with the Agreement. If there is any conflict between the Agreement and this Addendum, the terms of this Addendum will prevail to the extent of such conflict, provided however that if Company and Partner have executed a written data processing agreement which is specifically intended to govern the processing of Customer Data Subject Personal Data under the Agreement, then the terms of such signed data processing agreement between the parties will supersede this Addendum. Any capitalized terms not defined in this Addendum will have the meanings given to them in the Agreement.
- Duration and Survival. This Addendum will become legally binding upon the effective date of the Agreement or upon the date that the parties sign this Addendum if it is completed after the effective date of the Agreement. Each party will Process Customer Data in accordance with this addendum until the relationship terminates as specified in the Agreement.
- Definitions. Capitalized terms used in this Addendum shall have the meanings given to them in the Main Agreement unless otherwise defined herein. The following definitions are used in this Addendum:
- “CCPA” means Sections 1798.100 et seq. of the California Civil Code and any attendant regulations issued thereunder as may be amended from time to time, including but not limited to the California Privacy Rights Act of 2020 (the “CPRA”) and its implementing regulations.
- “Control” means an ownership, voting or similar interest representing fifty percent (50%) or more of the total interests (as measured on a fully-diluted basis) then outstanding of the entity in question. The term “Controlled” will be construed accordingly.
- “Customer” means a mutual customer of both Company and Partner that enables integration between Company’s and Partner’s respective platforms in order to transfer and Process data, including Customer Data Subject Personal Data, across such platforms for Customer’s benefit.
- “Customer Data” means Customer Data Subject Personal Data and all other confidential or proprietary information provided to, accessed by, or Processed by Service Provider, as more particularly described in Schedule A of this Addendum.
- “Customer Data Subject” means an identified or identifiable person to whom Personal Data relates, as defined in applicable Data Protection Laws, and whose Personal Data is processed by Company or Partner at Customer’s direction for Customer’s benefit.
- “Data Protection Laws” means all data protection and privacy laws regulations applicable to a party and its processing of Personal Data under the Main Agreement, including, where applicable: (a) the GDPR, (b) all applicable implementations of the GDPR into national law, (c) in respect of the United Kingdom, the Data Protection Act 2018 and the GDPR as saved into United Kingdom law by virtue of section 3 of the United Kingdom's European Union (Withdrawal) Act 2018 ("UK GDPR"), (d) the Swiss Federal Data Protection Act ("Swiss DPA"), and (e) the CCPA; in each case, as may be amended, superseded or replaced.
- “Europe” means for the purposes of this Addendum the European Economic Area ("EEA"), United Kingdom and Switzerland.
- “GDPR” means Regulation 2016/679 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of Personal Data and on the free movement of such data (General Data Protection Regulation).
- "Personal Data" means any information protected as "personal data", "personal information" or "personally identifiable information" under Data Protection Laws.
- "Restricted Transfer" means: (i) where the GDPR applies, a transfer of Customer Data from the European Economic Area to a country outside of the European Economic Area which is not subject to an adequacy determination by the European Commission ("EEA Restricted Transfer"); (ii) where the UK GDPR applies, a transfer of Customer Data from the United Kingdom to any other country which is not subject based on adequacy regulations pursuant to Section 17A of the United Kingdom Data Protection Act 2018 ("UK Restricted Transfer"); and (iii) where the Swiss DPA applies, a transfer of Customer Data from Switzerland to any other country which is not determined to provide adequate protection for personal data by the Federal Data Protection and Information Commission or Federal Council (as applicable) ("Swiss Restricted Transfer").
- “Standard Contractual Clauses” means the standard contractual clauses between processors and processors (Module 3) adopted by European Commission in its Implementing Decision (EU) 2021/91 of 4 June 2021 and currently located at: https://commission.europa.eu/system/files/2021-06/1_en_annexe_acte_autonome_cp_part1_v5_0.pdf, as amended, superseded or replaced from time to time.
- “Security Incident” means any accidental or unlawful destruction, loss, alteration, unauthorized disclosure of or access to Customer Data, stored or otherwise processed by Company or Partner in connection with its performance under the Agreement or this Addendum. “Security Incident” does not include unsuccessful attempts or activities that do not compromise the security of Customer Data, including unsuccessful login attempts, pings, port scans, denial of services attacks, and other network attacks on firewalls or networked systems.
- “Subprocessor” means any Processor having access to Customer Data and engaged by Company or Partner to assist in fulfilling its respective obligations with respect to providing its products and/or services to a Customer.
- The terms “controller”, "data subject", “processor”, “processing”, “personal data” and "sensitive data" shall have the meanings given to them in Data Protection Laws or if not defined therein, the GDPR, and the terms "service provider", "business", “collects” (and “collected” and “collection”), “consumer”, “business purpose”, “sell” (and “selling”, “sale”, and “sold”), “share” (and “sharing” and “shared”), and “service provider” have the meanings given to them in §1798.140 of the CCPA, as applicable.
- “UK Addendum” means the International Data Transfer Addendum (version B1.0) to the EU Commission Standard Contractual Clauses issued by UK Information Commissioners Office under S.119(A) of the UK Data Protection Act 2018, as amended, superseded or replaced from time to time.
- Roles and Scope of Processing
- Data Processing Roles. As between a Customer, Lattice, and Partner, for any Customer Data processed by Lattice or Partner for a Permitted Purpose on behalf of Customer, (a) under GDPR Customer is a controller, and under CCPA Customer is a business, and (b) under GDPR Company is a processor and Partner is a processor, and under CCPA Company is a service provider and Partner is a service provider. For the avoidance of doubt, it is the parties’ intent and understanding that with regard to Customer Data processed by either party under the Agreement or this Addendum, Company and Partner each act as an independent data processor for the Customer controller or business, and Company and Partner are neither joint controllers nor joint businesses, nor are they in a processor and sub-processors relationship with each other.
- Compliance with Laws. Each party shall comply with its obligations under Data Protection Laws applicable to any Customer Data it processes under the Agreement. Specifically, each party undertakes that all instructions for the Processing of Customer Data under the Agreement or this Addendum or as otherwise agreed by the parties will comply with applicable Data Protection Laws, and such instructions will not cause the other party to be in breach of any Data Protection Laws. As between Company and Partner, each party, to the extent that it provides its Customer Data to the other party, is responsible for how Customer Data was acquired.
- Processing Instructions. Each of Company and Partner will process Customer Data solely for the process of providing its products and services to customer. Specifically, each party will transfer, access, modify or otherwise process Customer Data through the other party’s feature, integration, or other product or service, including as contemplated under the Agreement and Schedule A hereto, only if and to the extent authorized or directed to in accordance with Customer’s documented lawful instructions (the “Permitted Purpose”, which, where CCPA applies, is a business purpose), unless obligated to do otherwise by applicable law, in which case a party will notify Customer, and where applicable the other party (unless that law prohibits a party from providing such notification so on important grounds of public interest).
- Subprocessing
- Authorized Subprocessors. To the extent Customer has provided its authorization to a party, each party may engage Subprocessors and, where CCPA applies, other third-party service providers (hereinafter referred to as Subprocessors) in order to provide the Service. The Subprocessors currently engaged by Company are listed at https://www.Lattice.com/privacy/subprocessors (or such other URL as may be updated from time to time) (“Subprocessor Site”). Each party will remain responsible for (a) entering into written agreements with any Subprocessors it engages, and (b) any acts or omissions of any Subprocessor it engages that causes that party to breach any of its obligations under this Addendum or to Customer.
- Notification of New Subprocessors. Each of Company and Partner will make available to Customer a list of its engaged Subprocessors and provide Customer with a mechanism to obtain notice of and an opportunity to object to any additions to its engaged Subprocessors.
- Security Measures and Security Incident Response
- Security Measures. Company and Partner will each implement and maintain appropriate and reasonable technical and organizational security measures that take into account the risks that are presented by Processing, and designed to protect Customer Data from Security Incidents and to preserve the security and confidentiality of the Customer Data, in particular the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to Customer Data transmitted, stored or otherwise Processed. A detailed but non-exhaustive list of Company’s current Security Measures is maintained at https://lattice.com/privacy/security-measures (“Security Measures”), and may be updated from time to time subject to technical progress and development.
- Security Incident Response. Company or Partner, upon becoming aware of a Security Incident within its respective product or service, will notify without undue delay and, in any case within forty-eight (48) hours after becoming aware of the Security Incident, both Customer and the other party to this Addendum. The notifying party will provide information relating to the Security Incident to the notified parties promptly as it becomes known or as is reasonably requested in order to fulfill their obligations under applicable Data Protection Laws. The party experiencing the Security Incident will also take appropriate and reasonable steps to contain, investigate, and mitigate any Security Incident.
- Data Transfers. As permitted by Customer, each of Lattice and Partner may transfer and process Customer Data to and in the United States and other locations in which Lattice or Partner, including as applicable their Affiliates, or Subprocessors, maintain data processing operations. Each party will ensure that any transfers it makes are made in compliance with Data Protection Laws and this Addendum.
- Return or Deletion of Data. As between Company and Partner, each party is responsible for how Customer Data is retained, returned, and deleted as between that party and Customer. With respect to Customer Data processed by a party in connection with this Addendum, each of Lattice and Partner will delete or return Customer Data in its possession or control Promptly upon Customer’s request, or otherwise in accordance with its agreement with Customer under which it processes Customer Data. This requirement shall not apply to the extent either party is required by applicable law to retain some or all of the Customer Data, or to Customer Data it has archived on back-up systems, which Customer Data the party will securely isolate and protect from any further processing, except to the extent required by such laws.
- Cooperation
- Data Subject and Consumer Rights Requests. Each party agrees that it will, taking into account the nature of the processing, reasonably assist Customer in responding to any requests from individuals or applicable data protection authorities relating to the processing of Customer Data for the Permitted Purposes. In the event that any such request is made to Lattice or Partner directly, Lattice or Partner will not respond to such communication directly (except to direct the data subject to contact Customer) without Customer’s prior authorization, unless legally compelled to do so. If either Lattice or Partner is required to respond to such a request, the party receiving the request will promptly notify Customer and provide it with a copy of the request unless legally prohibited from doing so.
- Data Protection Impact Assessments (DPIAs). To the extent required under Data Protection Laws applicable to Europe, Lattice and Partner will provide requested information regarding the Service necessary to enable Customer to carry out data protection impact assessments and prior consultations with data protection authorities.
- Europe
- Scope. The terms in this Section 9 apply only if and to the extent, and within the limits of the subject matter of this Addendum, Customer is established in Europe or the Customer Data is otherwise subject to Data Protection Laws applicable to Europe.
- Transfer Mechanism. To the extent the transfer of Customer Data between Lattice and Partner is a Restricted Transfer and Data Protection Laws applicable to Europe require that appropriate safeguards are put in place, such transfer shall be governed by the Standard Contractual Clauses, which shall be incorporated by reference into and form an integral part of this Addendum, as follows:
- In connection with an EEA Restricted Transfer: (i) Module Three (processor to processor transfers) will apply and all other modules are deleted; (ii) in Clause 7, the optional docking clause will apply; (ii) in Clause 9 of Module Three, Option 3 will apply and the time period for prior notice of Sub-processor changes will be as set forth in a written agreement between the Customer and either Lattice or Partner, as applicable; (iii) in Clause 11, the optional language will not apply; (iv) in Clause 17, Option 1 will apply, and the Standard Contractual Clauses will be governed by Irish law; (v) in Clause 18(b), disputes shall be resolved before the courts of Ireland; and (vi) Annexes I, II, and III are deemed completed with the information set out either in the Agreement and this Addendum or, as applicable, in the respective agreement(s) between Customer and Lattice or Partner governing the processing of Customer Data in providing their respective products or services to Customer.
- In connection with a UK Restricted Transfer, the Standard Contractual Clauses shall apply in accordance with Section 9(ii)(a) above, but where applicable as between Lattice and Partner the UK Addendum will be deemed executed between the parties, and the EU SCCs will be deemed amended as specified by the UK Addendum in respect of the transfer of such Personal Data as modified and interpreted by the Part 2: Mandatory Clauses of the UK Addendum, which shall be incorporated into and form an integral part of this Addendum. Any conflict between the terms of the Standard Contractual Clauses and the UK Addendum shall be resolved in accordance with Section 10 and Section 11 of the UK Addendum. In addition, tables 1 to 3 in Part 1 of the UK Addendum shall be completed respectively with the information set out in Schedule A of this Addendum and as provided in the Agreement and this Addendum or, as applicable, in the respective agreement(s) between Customer and Lattice or Partner governing the processing of Customer Data in providing their respective products or services to Customer, and table 4 in Part 1 of the UK Addendum shall be deemed completed by selecting "neither party".
- In connection with a Swiss Restricted Transfer, the Standard Contractual Clauses shall apply in accordance with Section 9(ii)(a) above, but where applicable as between Lattice and Partner the Swiss DPA will be deemed executed between the parties, and with the following modifications: (i) any references in the Standard Contractual Clauses to "Regulation (EU) 2016/679" shall be interpreted as references to the Swiss DPA and the equivalent articles or sections therein; (ii) any references to "EU", "Union", "Member State" and "Member State law" shall be interpreted as references to Switzerland and Swiss law, as the case may be; (iii) any references to the "competent supervisory authority" and "competent courts" shall be interpreted as references to the relevant data protection authority and courts in Switzerland; and (iv) the Standard Contractual Clauses shall be governed by the laws of Switzerland and disputes shall be resolved before the competent Swiss courts.
- As between Lattice and Partner the rights and obligations afforded by Standard Contractual Clauses will be exercised in accordance with this Addendum, unless stated otherwise. It is not the intention of either party to contradict or restrict any of the provisions set forth in the Standard Contractual Clauses and, accordingly, if and to the extent the Standard Contractual Clauses conflict with any provision of the Agreement (including this Addendum) the Standard Contractual Clauses shall prevail to the extent of such conflict.
- Data Transfer Arrangements. To the extent Customer instructs Lattice and Partner to adopt an alternative data export mechanism (including any new version of or successor to the Standard Contractual Clauses adopted pursuant to Data Protection Laws) for the transfer of Customer Data (“Alternative Transfer Mechanism”), the Alternative Transfer Mechanism shall apply instead of any applicable transfer mechanism described in this Addendum (but only to the extent such Alternative Transfer Mechanism complies with Data Protection Laws applicable to Europe and extends to territories to which Personal Data is transferred).
- Notification of Government Access Requests: For the purposes of Clause 15(1)(a) of Standard Contractual Clauses, each party shall notify Customer and not the data subject(s) in case of government access requests. Customer shall be solely responsible for promptly notifying the data subject, as necessary.
- Limitation of Liability
- In no event shall any party limit its liability with respect to any individual’s data protection rights under this Addendum or otherwise.
- Any claim or remedies either Lattice or Partner may have against the other party or its respective employees, agents, or Sub-processors arising under or in connection with this Addendum including: (i) for breach of this Addendum (including the Standard Contractual Clauses or the UK Addendum); (ii) as a result of fines (administrative, regulatory or otherwise) imposed upon a party or Customer; (iii) under Data Protection Laws, including but not limited to CCPA, GDPR, UK GDPR or Swiss DPA, including any claims relating to damages paid to a data subject, consumer, or other individual; and (iv) breach of its obligations under the Standard Contractual Clauses or UK Addendum, will, to the maximum extent permitted by law, be subject to any limitation and exclusion of liability provisions (including any agreed aggregate financial cap) that apply under the Agreement.
- For the avoidance of doubt, as between Lattice and Partner, Lattice’s, Partner’s, and their respective Affiliates’ total overall liability for all claims arising out of or related to the Agreement including this Addendum shall apply in the aggregate for all claims under the Agreement and this Addendum together.
- CCPA
- Scope. The terms in this Section 12 apply only if and to the extent, and within the limits of the subject matter of this Addendum, the Customer Data is subject to Data Protection Laws applicable to the state of California.
- For the purposes of the CCPA, Lattice and Partner are each prohibited from:
- selling or sharing Customer Data;
- processing Customer Data for targeted and/or cross context behavioral advertising;
- retaining, using, or disclosing Customer Data for any purposes other than the specific purposes of performing the Service or as otherwise permitted under Main Agreement and this Addendum;
- retaining using or disclosing Customer Data outside the direct business relationship between Lattice or Partner, respectively, and Customer; or
- combining Customer Data with any other data if and to the extent doing so would be inconsistent with the Business Purpose or the limitations on service providers under the CCPA or other Data Protection Laws.
- Each of Lattice and Partner certifies that it understands the restrictions set out in Section 11 and will comply with them, and that it will notify Customer and the other party if it becomes unable to comply with the CCPA.
- Each of Lattice and Partner currently maintains, and will continue to maintain during the term of the Agreement, tools and resources for consumers to exercise their rights under the CCPA. If Lattice or Partner, directly or indirectly, receives a request submitted by a consumer who is an employee of Customer to exercise a right it has under the CCPA in relation to that Consumer’s Customer Data, the party receiving such request will follow the procedures described in Section 8 of this Addendum.
- General
- Except as otherwise described in the Agreement (including this Addendum), in no event will this Addendum benefit or create any right or cause of action on behalf of a third party, but without prejudice to the rights or remedies available to data subjects under Data Protection Laws or this Addendum (including the Standard Contractual Clauses).
- Each party acknowledges that the other party may disclose the Standard Contractual Clauses, this Addendum, and any privacy related provisions in the Agreement to any regulator or supervisory authority upon request.
- Neither Lattice nor Partner may make modifications to this Addendum absent the written agreement of the other party, provided each party agrees it will not unreasonably object to proposed amendments to this Addendum that are required to comply with changes or updates to Data Protection Laws.
- Other than as required by applicable Data Protection Laws or the Standard Contractual Clauses, the dispute mechanisms, including those related to venue and jurisdiction, set forth in the Agreement govern any dispute pertaining to this Addendum.
SCHEDULE A
Description of Processing/Transfer
Annex 1(A) List of Parties:
Data Exporter Data Importer | Data Importer Data Exporter |
Name: The party named as the “Partner" in the Agreement. | Name: Degree, Inc. d/b/a Lattice ("Lattice") |
Address: The address for the Partner as specified in the Agreement. | Address: 360 Spear St., Floor 4, San Francisco, CA 94105 |
Contact Person's Name, position and contact details: | Contact Person’s Name, position and contact details: |
Activities relevant to the transfer: See Annex 1(B) below. | Activities relevant to the transfer: See Annex 1(B) below |
Signature and Date: By using Partner’s products or services to transfer Customer Data to or from Lattice located in a non-adequate country in accordance with a Customer’s written instructions, Partner will be deemed to have signed this Annex 1. | Signature and Date: By using Lattice’s products or services to transfer Customer Data to or from Partner located in a non-adequate country in accordance with a Customer’s written instructions, Lattice will be deemed to have signed this Annex 1. |
Role: As above | Role: As above |
Annex 1(B) Description of Transfer:
Description | |
Categories of Data Subjects: | Depending on the nature of Lattice’s and Partner’s products and services utilized by Customer, Personal Data transferred may concern the following categories of data subjects:
|
Categories of Personal Data: | Customer Personnel: The types of Personal Data processed by Lattice and/or Partner are determined and controlled by Customer in its sole discretion and may include, but are not limited to the following categories of Personal Data:
Users: Depending on the nature of the Lattice’s and Partner’s products and services utilized, the Personal Data may include:
|
Special category data (if appropriate): | Depending on the product or service utilized by a Customer, the use of Lattice or Partner products and services may not require the processing or collection of special category data. However, Customer may submit, and some products or services, or features thereof, may offer additional functionality or capability through submission of, special category data to the products or services, the extent of which is determined and controlled by Customer in its sole discretion, and which may include but is not limited to the following categories of special category data: gender, race or ethnicity, health data, sexual orientation, trade union membership, and any other category of special category uploaded by (or on behalf of) Customer. |
Frequency of the transfer (one-off or continuous): | Continuous basis depending on the nature of the products and services. |
Nature of processing: | The nature of the processing is the performance of the products or services in accordance with a Customer’s written instructions. |
Purpose(s) of the data transfer and further processing: | Personal data may be processed for the following purposes: (i) to provide the products and services in accordance with a Customer’s written instructions; (ii) processing initiated by Users in their use of the products or services; (iii) to comply with other reasonable instructions provided by a Customer (e.g. via email or support tickets) that are consistent with the terms of Customer’s written instructions, the Agreement, and this Addendum, and (iv) to comply with any legal obligation under applicable law, including Data Protection Law. |
Retention period (or, if not possible to determine, the criteria used to determine that period): | The duration of the processing is the term of Agreement plus the period from expiration of the Agreement (as applicable) until the return or deletion of the personal data by Lattice or Partner in accordance with the Addendum. |
For transfers to (sub-) processors, also specify subject matter, nature and duration of the processing: | As above |
Annex 1(C): Competent supervisory authority
The competent supervisory authority shall be determined in accordance with Clause 13 of the 2021 Processor-to-Processor Clauses of the SCCs and the GDPR.
Lattice API Terms of Use
Effective November 9th 2023
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Lattice understands that every tech stack is different and designed to work for your business. The Lattice API expands integration opportunities across your tech stack, enabling you to maximize connectivity in ways that deliver the most value. These Lattice API Terms of Use (“Terms”) describe how Lattice customers may access and use the Lattice API.
Accessing the Lattice API
The Lattice API may be configured by Lattice to support existing integrations. In some cases, Lattice may permit use of the Lattice API by providing you with a Lattice API Key, which you can obtain through the process described by Lattice, as may be updated from time to time. Use of the Lattice API and API Keys are for the benefit of Lattice customers only and is expressly conditioned upon compliance with these Terms. We grant you a limited, revocable, non-exclusive, non-assignable, non-transferable license under Lattice’s intellectual property rights to use the Lattice API to develop, test, support, and use integrations of the Lattice API within your tech stack. Lattice’s API documentation is available online at https://developers.lattice.com/reference/introduction, or through a similar URL which may be updated by Lattice from time to time. You must use the Lattice API Key as your sole means of accessing the Lattice API, and you are solely responsible for keeping your Lattice API Key and all Lattice log-in information secure.
Scope of Lattice API Access and Use
Access to the Lattice API is intended to enable Lattice customers to easily and efficiently integrate Lattice services with other applications in their tech stack, and at all times in accordance with their Lattice Terms of Service and these Terms (“Permitted Use”). This means that any use of the Lattice API must be programmed so as to not cause too many API requests to be made in too short a period of time, as-determined in Lattice’s sole discretion. In the event the Lattice API is programmed in a way that results in too many calls too frequently, Lattice reserves the right to throttle the API connection, or suspend or terminate access to the Lattice API as well as the Lattice account associated therewith. In addition, the following is a non-exhaustive list of other practices that do not constitute Permitted Uses (each a “Restricted Use”):
- Using the Lattice API to impersonate any other person or entity.
- Falsely stating or implying that you are associated with another person or entity in relation to actual or requested use of or access to the Lattice API.
- Using another individual’s or entity’s Lattice API access to show their data to a different individual or entity.
- Sharing your Lattice API Key with a third party absent express written authorization from Lattice, including without limitation for a third party to retrieve data from Lattice on a customer’s behalf.
- Using the Lattice API in any application or system that includes adult content, promotes gambling, involves the sale of tobacco or alcohol to persons under 21 years of age, or otherwise violates any applicable law or regulation.
- Using the Lattice API to retrieve data to aggregate it with third party search results, or otherwise process the retrieved data in such a manner that it cannot be attributed to Lattice.
- Submission of or linking to any data through the Lattice API that:
- Misappropriates or infringes or the intellectual property or other rights of any person or entity;
- Interferes with the operation of the Lattice services, Lattice API, or its purpose as described within the Lattice API documentation;
- Violates any individual’s or third party’s privacy or publicity rights;
- Breaches any duty of confidentiality, nondisclosure, or usage restriction that you owe to any person or entity;
- Provides any Confidential information about Lattice, Lattice customers, or any other person or entity without authorization;
- Is, in Lattice’s sole judgment, harassing, defamatory, abusive, lewd, pornographic, obscene, or otherwise objectionable;
- Contains or installs any viruses, worms, bugs, Trojan horses, malware or other code, files, or programs designed or having the capability to disrupt, damage or limit the functionality of any software or hardware;
- Contains false or deceptive language, unsubstantiated or comparative claims regarding Lattice’s products or services, advertising, commercial referrals, spam, chain letters, or any other solicitation, including solicitation of lawsuits.
- Use of data processed through the Lattice API beyond what is described within the written guidelines as may be provided by Lattice from time to time, or beyond what is specifically agreed and required within the scope of the integration for which the Lattice API is or is intended to be used.
- Use of the Lattice API with any Lattice services, customer systems, or other data migration tool to insert content into the Lattice services beyond what is recommended or permitted by Lattice.
- Use of the Lattice API with any Lattice services, Customer Content or other data retrieved through the Lattice API to develop, improve, or populate a third-party integration or application without written authorization from Lattice. All integrations or applications that are built using the Lattice API are subject to Lattice’s approval, and must follow any written guidelines as may be provided by Lattice from time to time.
- Distribution of or allowing access to data obtained through a Lattice API to anyone other than the person or entity on whose behalf you agreed to these Terms, or creation of an alternative application programming interface that enables access to content or data in the Lattice services. Anyone who wants to access our API and data or content must use Lattice’s API to do so.
- Implementing features or business practices that use the Lattice API in a manner that may reasonably harm the professional reputation, relationships, or professional ecosystem of Lattice or Lattice customers.
Test Accounts
You may maintain no more than two (2) Lattice test accounts for purposes of using the Lattice API for development and testing. The accounts must be created manually and not via scripts or any other automated means. Further, test accounts may not interact with non-test accounts or production or live accounts in other applications, nor may they override the Lattice API call limits.
Support and Modifications
Lattice may, but is not obligated to, provide you with support or modifications for the Lattice API in our sole discretion, and we may stop providing support or modifications to you at any time without notice or liability to you. Further, we may release subsequent or additional versions of the Lattice API and require that you use such versions. In such an event, where reasonably possible we will maintain backward compatibility of the Lattice API, but will expect all Lattice API users to embrace a proactive approach toward use of the most current version. Your continued use of any Lattice API following a subsequent release will be deemed to constitute your acceptance of any modifications or additions.
Notices and Service of Process
There are various informational resources made available via access to your Lattice admin account, as well as located online at https://lattice.com/api. This content is owned and made available by Lattice. Any notices provided to you may be made via updates through the Lattice service, via the email address associated with your Lattice account, test accounts, or as otherwise may be described under your Lattice Terms of Service.
Termination and Deletion of Access to the Lattice API
Lattice reserves the right at any time in its sole discretion without liability to you or any third party to modify, suspend or terminate your API access or the access to the Lattice platform. Lattice may amend these Terms in its sole discretion and your continued use of a Lattice API following such amendment constitutes your acceptance of the amended Terms.
Unlawful, Improper, or Unusual Activity
Other practices may be relevant in determining Permitted or Restricted Use and Lattice reserves the right to take any unlawful, prohibited, abnormal, or unusual activity into account in making its determination. Lattice may, at its option, terminate its relationship with you, or may suspend your Lattice API access effective immediately, if it determines you are using a Lattice API or your subscription to Lattice services in violation of these Terms or the Lattice Terms of Service, including without limitation use of a Lattice API to transfer data into an application or service that is directly competitive with the Lattice services to which you subscribe. Where reasonably possible, Lattice will provide you with notice of improper usage prior to suspension or termination of your Lattice API access and, if Lattice deems appropriate in its sole discretion, Lattice may offer you an alternative to Lattice API access and use.
Monitoring
You agree to cooperate with Lattice in verifying your compliance with these Terms by providing us with information about any integrations or applications for which you actually or intend to use a Lattice API, which may also include access to integrations, applications, or other materials related to your use of a Lattice API. If you are unable or unwilling to demonstrate full compliance with these Terms, we may restrict or terminate your access to the Lattice API.
Lattice Best of Resources for Humans Sweepstakes Official Rules (UK)
Effective November 15th 2023
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OFFICIAL RULES
Lattice Best of Resources for Humans Sweepstakes - UK
Apple® AirPods Max™ Giveaway
NO PURCHASE OR PAYMENT OF ANY KIND IS NECESSARY TO ENTER OR WIN THIS SWEEPSTAKES. A PURCHASE OR PAYMENT WILL NOT INCREASE YOUR ODDS OF WINNING. VOID WHERE PROHIBITED BY LAW.
- Agreement to Official Rules. Participation in the Lattice Best of Resources for Humans Apple® AirPods Max™ Giveaway Sweepstakes (the “Sweepstakes”) constitutes the Participant’s (defined below) full and unconditional acceptance of these official rules (“Official Rules”) and Participant’s agreement that the decisions of the Sponsor (defined in Section 3) is final and binding.
- How to Enter. Participants may enter the Sweepstakes beginning on December 13, 2023 at 10:00 a.m. (GMT) and the Sweepstakes will end on December 13, 2023 at 12:15 p.m. (GMT) (“Entry Period”). All entries must be received during the Entry Period to be eligible to enter the Sweepstakes or win the prize. Only individuals who have registered to attend, and do attend, the Lattice Best of Resources for Humans virtual event (the “Event”) sponsored by Sponsor are eligible to enter the Sweepstakes (each a “Participant”). Entry to the Event is free of charge. Each Participant may only submit one entry. Participants enter the Sweepstakes by attending the Event during the Entry Period. Participants are not required to purchase any products or services to enter the Sweepstakes, and the purchase of products or services will not increase the number of entries per Participant or a Participant’s odds of winning the prize. Participants must register for the Event using an accurate email address. Participants may not enter more times by using multiple email addresses, logins, identities, devices, or any other method and use of any of the foregoing, including Participant’s use of any robotic, automatic, programmed, or similar entry method or entering more than the number of times permitted, will void all entries associated with that Participant and result in the Participant’s disqualification from the Sweepstakes.
- Eligibility. The Sweepstakes is open to residents of the United Kingdom who are at least 18 years of age and older as of December 13, 2023. The following are not eligible to enter the Sweepstakes: employees, contractors, consultants, directors or officers of Degree, Inc. (d/b/a Lattice) or Lattice Technologies Limited, (collectively, the “Sponsor”), employees of any booth or event sponsor, employees of organizations that are competitive with Sponsor, and, in each case, their immediate families and household members regardless of where they live and whether related or not. In addition, government officials and government employees are not eligible to enter the Sweepstakes. Certain employers may prohibit their employees’ participation in sweepstakes; therefore, Participant must ensure their employer’s policies do not prohibit their participation in the Sweepstakes.
- Drawing. The Sponsor will conduct a random drawing on or around December 19, 2023, to select the winners from among all eligible entries received. The odds of winning depend on the number of Participants who attend the Event and enter the Sweepstakes. All potential winners are subject to eligibility verification by Sponsor, whose decisions are final and binding. Following the drawing, the winner will be notified by email and must sign and return an Affidavit of Eligibility and Release within seven (7) days of the date of notice. Failure to respond within the applicable time period will result in forfeiture of prize and Sponsor shall have the option to award the prize to an alternate winner. If a potential winner is disqualified for any reason, the Sponsor will award the prize to an alternate winner by conducting a random drawing from among all remaining eligible entries. Only three (3) alternate drawings will be held, after which the prize will remain un-awarded. A PARTICIPANT IS NOT A WINNER OF ANY PRIZE, EVEN IF NOTIFIED OF BEING A WINNER, UNLESS AND UNTIL THE PARTICIPANT’S ELIGIBILITY HAS BEEN VERIFIED BY SPONSOR.
If, in the Sponsor's opinion, there is an error in the Event or Sweepstakes which compromises the integrity of the Sweepstakes, if Sponsor suspects that the Sweepstakes has been tampered with, or Sponsor believes that technical difficulties (including viruses and bugs) may compromise the integrity of the Sweepstakes, Sponsor reserves the right to, in its sole discretion, cancel or modify the Sweepstakes. - Taxes. The winner of the prize is responsible for all taxes, if any, resulting from acceptance of prize. By entering the Sweepstakes, Participant acknowledges that Participant will be responsible for any taxes associated with winning and accepting the prize.
- Prize. One winner will be drawn at random. A prize of Apple® AirPods Max™ will be awarded to one winner. The total retail value of the prize is £499. If the actual value of the prize is less than the stated prize value, the difference will not be awarded in cash. Limit one prize per family or household. The winner may not substitute the prize for another prize, transfer the prize or receive a cash redemption, except at Sponsor’s sole discretion. Sponsor reserves the right to substitute a prize of equal or greater value. Arrangements for delivery of the prize will be made after the winner is validated.
- Use of Name and Likeness; Email Communications. By participating in the Sweepstakes, or accepting a prize, Participant consents to the Sponsor’s use of Participant’s personally identifiable information, including name, email address, location or address, contact information, communications within the Event or actions taken within the Event, in connection with the administration of the Sweepstakes, and disclosure of such information to the Event platform administrator (a Lattice service provider), Event sponsors or speakers, and the necessary service providers of each of the foregoing in connection with the administration of the Sweepstakes.
- Data Privacy. In addition to the use described in Section 7, when you register for the Event, you may be asked to consent to receive marketing communications from Sponsor or other Event sponsors or speakers. Consenting to receive communications is optional, and Participant’s decision to consent to such communications will not improve Participant’s chances of winning. Information submitted with an entry is subject to the Lattice Privacy Policy available at www.lattice.com/privacy/policy.
- Disclaimer and Limitation of Liability. THIS SWEEPSTAKES OFFER IS BEING MADE EXCLUSIVELY BY THE SPONSOR. NEITHER SPONSOR, THE EVENT PLATFORM ADMINISTRATOR, NOR THEIR SUBSIDIARIES OR AFFILIATED ENTITIES ARE RESPONSIBLE ERRORS IN ANY SWEEPSTAKES-RELATED MATERIALS OR TRANSACTIONS THAT ARE PROCESSED LATE OR INCORRECTLY OR ARE LOST DUE TO COMPUTER OR ELECTRONIC MALFUNCTION. SPONSOR IS NOT RESPONSIBLE FOR LATE, LOST, STOLEN, MANGLED, MISDELIVERED, ILLEGIBLE, INCOMPLETE OR LATE ENTRIES, OR FOR A PARTICIPANT’S FAILURE TO RECEIVE PRIZE NOTICES DUE TO SPAM, JUNK E-MAIL OR OTHER SECURITY SETTINGS, FOR PARTICIPANT’S PROVISION OF INCORRECT OR OTHERWISE NON-FUNCTIONING CONTACT INFORMATION, OR ANY OTHER TECHNOLOGICAL DIFFICULTIES THAT MAY PREVENT A PARTICIPANT FROM PARTICIPATING IN THE EVENT OR ANY ACTIVITY IN THE EVENT, OR CLAIMING A PRIZE.
SPONSOR IS NOT RESPONSIBLE FOR TECHNICAL, HARDWARE, SOFTWARE, OR TELEPHONE FAILURE OF ANY KIND, LOST OR UNAVAILABLE NETWORK CONNECTIONS OR FRAUD, INCOMPLETE, GARBLED, OR DELAYED COMPUTER TRANSMISSION WHETHER CAUSED BY SPONSOR, USER, OR BY ANY OF THE EQUIPMENT OR PROGRAMMING ASSOCIATED WITH OR UTILIZED IN THE SWEEPSTAKES, OR BY ANY TECHNICAL OR HUMAN ERROR WHICH MAY OCCUR IN THE PROCESS OF SUBMISSIONS WHICH MAY LIMIT A PARTICIPANT'S ABILITY TO PARTICIPATE IN THIS SWEEPSTAKES. NEITHER SPONSOR, THE EVENT PLATFORM ADMINISTRATOR, NOR THEIR SUBSIDIARIES OR AFFILIATED ENTITIES ARE RESPONSIBLE FOR ANY DAMAGES OR INJURY INCURRED BY A PARTICIPANT OR WINNER AS A RESULT OF WINNING.
SPONSOR DOES NOT MAKE ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THE QUALITY, FUNCTIONALITY, SAFETY, OPERATION OR OTHERWISE WITH RESPECT TO THE PRIZE. THE WINNER IS SOLELY RESPONSIBLE FOR ITS USE OF THE PRIZE, INCLUDING ANY DAMAGE, HARM, INJURY OR HEALTH ISSUE WHICH MAY RESULT FROM THE WINNER’S USE, MISUSE OR POSSESSION OF THE PRIZE.
By entering the Sweepstakes, Participant waives all right to, and holds Sponsor harmless from, any claim, liability, loss, damage (including punitive, incidental, and consequential damages), or expense (including attorneys’ fees) arising out of or in connection with Participant’s participation in the Sweepstakes or the acceptance, use, or misuse of any prize. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, AND, IN SUCH CASE, THE ABOVE LIMITATION DOES NOT APPLY TO YOU. - Choice of Law and Forum. Participant agrees that all matters arising out of or relating to the Sweepstakes and these Official Rules are governed by, and construed in accordance with, the laws of England and Wales, without giving effect to any of its conflict of laws provisions thereof. Participant further agrees that any legal suit, action, or proceeding arising out of or relating to this Sweepstakes and these Official Rules shall be brought exclusively in the English courts located in London, United Kingdom.
- Sponsor. The Sweepstakes Sponsor and address are:
Lattice Marketing / Resources for Humans 2023 Sweepstakes Giveaway
360 Spear Street, Floor 4,
San Francisco, CA 94105, USA
Lattice Best of Resources for Humans Sweepstakes Official Rules (U.S.)
Effective November 15th 2023
DownloadTable of Contents
OFFICIAL RULES
Lattice Best of Resources for Humans Sweepstakes - U.S.
Apple® AirPods Max™ Giveaway
NO PURCHASE OR PAYMENT OF ANY KIND IS NECESSARY TO ENTER OR WIN THIS SWEEPSTAKES. A PURCHASE OR PAYMENT WILL NOT INCREASE YOUR ODDS OF WINNING. VOID WHERE PROHIBITED BY LAW.
- Agreement to Official Rules. Participation in the Lattice Best of Resources for Humans Apple® AirPods Max™ Giveaway Sweepstakes (the “Sweepstakes”) constitutes the Participant’s (defined below) full and unconditional acceptance of these official rules (“Official Rules”) and Participant’s agreement that the decisions of the Sponsor (defined in Section 3) is final and binding.
- How to Enter. Participants may enter the Sweepstakes beginning on December 12, 2023 at 10:00 a.m. (PT) and the Sweepstakes will end on December 12, 2023 at 12:15 p.m. (PT) (“Entry Period”). All entries must be received during the Entry Period to be eligible to enter the Sweepstakes or win the prize. Only individuals who have registered to attend, and do attend, the Lattice Best of Resources for Humans virtual event (the “Event”) sponsored by Sponsor are eligible to enter the Sweepstakes (each a “Participant”). Entry to the Event is free of charge. Each Participant may only submit one entry. Participants enter the Sweepstakes by attending the Event during the Entry Period. Participants are not required to purchase any products or services to enter the Sweepstakes, and the purchase of products or services will not increase the number of entries per Participant or a Participant’s odds of winning the prize. Participants must register for the Event using an accurate email address. Participants may not enter more times by using multiple email addresses, logins, identities, devices, or any other method and use of any of the foregoing, including Participant’s use of any robotic, automatic, programmed, or similar entry method or entering more than the number of times permitted, will void all entries associated with that Participant and result in the Participant’s disqualification from the Sweepstakes.
- Eligibility. The Sweepstakes is open to residents of the United States of America who are at least 18 years of age and older as of December 12, 2023. The following are not eligible to enter the Sweepstakes: employees, contractors, consultants, directors or officers of Degree, Inc. (d/b/a Lattice) or Lattice Technologies Limited, (collectively, the “Sponsor”), employees of any booth or event sponsor, employees of organizations that are competitive with Sponsor, and, in each case, their immediate families and household members regardless of where they live and whether related or not. In addition, government officials and government employees are not eligible to enter the Sweepstakes. Certain employers may prohibit their employees’ participation in sweepstakes; therefore, Participant must ensure their employer’s policies do not prohibit their participation in the Sweepstakes.
- Drawing. The Sponsor will conduct a random drawing on or around December 19, 2023, to select the winner from among all eligible entries received. The odds of winning depend on the number of Participants who attend the Event and enter the Sweepstakes. All potential winners are subject to eligibility verification by Sponsor, whose decisions are final and binding. Following the drawing, the winner will be notified by email and must sign and return an Affidavit of Eligibility and Release within seven (7) days of the date of notice. Failure to respond within the applicable time period will result in forfeiture of prize and Sponsor shall have the option to award the prize to an alternate winner. If a potential winner is disqualified for any reason, the Sponsor will award the prize to an alternate winner by conducting a random drawing from among all remaining eligible entries. Only three (3) alternate drawings will be held, after which the prize will remain un-awarded. A PARTICIPANT IS NOT A WINNER OF ANY PRIZE, EVEN IF NOTIFIED OF BEING A WINNER, UNLESS AND UNTIL THE PARTICIPANT’S ELIGIBILITY HAS BEEN VERIFIED BY SPONSOR.
If, in the Sponsor's opinion, there is an error in the Event or Sweepstakes which compromises the integrity of the Sweepstakes, if Sponsor suspects that the Sweepstakes has been tampered with, or Sponsor believes that technical difficulties (including viruses and bugs) may compromise the integrity of the Sweepstakes, Sponsor reserves the right to, in its sole discretion, cancel or modify the Sweepstakes. - Taxes. The winner of the prize is responsible for all taxes, if any, resulting from acceptance of prize. By entering the Sweepstakes, Participant acknowledges that Participant will be responsible for any taxes associated with winning and accepting the prize.
- Prize. One winner will be drawn at random. A prize of Apple® AirPods Max™ will be awarded to one winner. The total retail value of the prize is $549. If the actual value of the prize is less than the stated prize value, the difference will not be awarded in cash. Limit one prize per family or household. The winner may not substitute the prize for another prize, transfer the prize or receive a cash redemption, except at Sponsor’s sole discretion. Sponsor reserves the right to substitute a prize of equal or greater value. Arrangements for delivery of the prize will be made after the winner is validated.
- Use of Name and Likeness; Email Communications. By participating in the Sweepstakes, or accepting a prize, Participant consents to the Sponsor’s use of Participant’s personally identifiable information, including name, email address, location or address, contact information, communications within the Event or actions taken within the Event, in connection with the administration of the Sweepstakes, and disclosure of such information to the Event platform administrator (a Lattice service provider), Event sponsors or speakers, and the necessary service providers of each of the foregoing in connection with the administration of the Sweepstakes.
- Data Privacy. In addition to the use described in Section 7, when you register for the Event, you may be asked to consent to receive marketing communications from Sponsor or other Event sponsors or speakers. Consenting to receive communications is optional, and Participant’s decision to consent to such communications will not improve Participant’s chances of winning. Information submitted with an entry is subject to the Lattice Privacy Policy available at www.lattice.com/privacy/policy.
- Disclaimer and Limitation of Liability. THIS SWEEPSTAKES OFFER IS BEING MADE EXCLUSIVELY BY THE SPONSOR. NEITHER SPONSOR, THE EVENT PLATFORM ADMINISTRATOR, NOR THEIR SUBSIDIARIES OR AFFILIATED ENTITIES ARE RESPONSIBLE ERRORS IN ANY SWEEPSTAKES-RELATED MATERIALS OR TRANSACTIONS THAT ARE PROCESSED LATE OR INCORRECTLY OR ARE LOST DUE TO COMPUTER OR ELECTRONIC MALFUNCTION. SPONSOR IS NOT RESPONSIBLE FOR LATE, LOST, STOLEN, MANGLED, MISDELIVERED, ILLEGIBLE, INCOMPLETE OR LATE ENTRIES, OR FOR A PARTICIPANT’S FAILURE TO RECEIVE PRIZE NOTICES DUE TO SPAM, JUNK E-MAIL OR OTHER SECURITY SETTINGS, FOR PARTICIPANT’S PROVISION OF INCORRECT OR OTHERWISE NON-FUNCTIONING CONTACT INFORMATION, OR ANY OTHER TECHNOLOGICAL DIFFICULTIES THAT MAY PREVENT A PARTICIPANT FROM PARTICIPATING IN THE EVENT OR ANY ACTIVITY IN THE EVENT, OR CLAIMING A PRIZE.
SPONSOR IS NOT RESPONSIBLE FOR TECHNICAL, HARDWARE, SOFTWARE, OR TELEPHONE FAILURE OF ANY KIND, LOST OR UNAVAILABLE NETWORK CONNECTIONS OR FRAUD, INCOMPLETE, GARBLED, OR DELAYED COMPUTER TRANSMISSION WHETHER CAUSED BY SPONSOR, USER, OR BY ANY OF THE EQUIPMENT OR PROGRAMMING ASSOCIATED WITH OR UTILIZED IN THE SWEEPSTAKES, OR BY ANY TECHNICAL OR HUMAN ERROR WHICH MAY OCCUR IN THE PROCESS OF SUBMISSIONS WHICH MAY LIMIT A PARTICIPANT'S ABILITY TO PARTICIPATE IN THIS SWEEPSTAKES. NEITHER SPONSOR, THE EVENT PLATFORM ADMINISTRATOR, NOR THEIR SUBSIDIARIES OR AFFILIATED ENTITIES ARE RESPONSIBLE FOR ANY DAMAGES OR INJURY INCURRED BY A PARTICIPANT OR WINNER AS A RESULT OF WINNING.
SPONSOR DOES NOT MAKE ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THE QUALITY, FUNCTIONALITY, SAFETY, OPERATION OR OTHERWISE WITH RESPECT TO THE PRIZE. THE WINNER IS SOLELY RESPONSIBLE FOR ITS USE OF THE PRIZE, INCLUDING ANY DAMAGE, HARM, INJURY OR HEALTH ISSUE WHICH MAY RESULT FROM THE WINNER’S USE, MISUSE OR POSSESSION OF THE PRIZE.
By entering the Sweepstakes, Participant waives all right to, and holds Sponsor harmless from, any claim, liability, loss, damage (including punitive, incidental, and consequential damages), or expense (including attorneys’ fees) arising out of or in connection with Participant’s participation in the Sweepstakes or the acceptance, use, or misuse of any prize. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, AND, IN SUCH CASE, THE ABOVE LIMITATION DOES NOT APPLY TO YOU. - Choice of Law and Forum. Participant agrees that all matters arising out of or relating to the Sweepstakes and these Official Rules are governed by, and construed in accordance with, the laws of California, without giving effect to any of its conflict of laws provisions thereof. Participant further agrees that any legal suit, action, or proceeding arising out of or relating to this Sweepstakes and these Official Rules shall be brought exclusively in the applicable federal or state courts located in San Francisco, California.
- Winners List: For a list of the prize winner's name, which will be available after January 3, 2024, send an email to RfHVirtual@lattice.com.
- Sponsor. The Sweepstakes Sponsor and address are:
Lattice Marketing / Best of Resources for Humans Sweepstakes Giveaway
360 Spear Street, Floor 4,
San Francisco, CA 94105, USA
Adnan's Test Contract
Galactic Empire Enlistment Agreement
Effective May 13th 2024
DownloadTable of Contents
- Upholding the laws set forth by the Imperial Senate and enforced by our Lord Darth Vader.
- Defending the Empire's interests against Rebel alliances and other forces of chaos.
- Maintaining secrecy regarding the locations and missions of the Death Star(s).
- A competitive salary paid in Imperial credits.
- Comprehensive health and life insurance, covering injuries sustained during service.
- Opportunities for advancement within the Imperial ranks.
Charlie's New Template
Effective May 30th 2024
DownloadTable of Contents
Lattice Customer Reference Agreement and Release
We are pleased to invite you to participate in customer reference activities (“Activities”) on behalf of Degree, Inc. d/b/a Lattice (“Lattice” or “we”).
1. Participation. By participating in the Activities, you confirm that: (a) you are at least eighteen years old; (b) your employer (“Customer”) has authorized your participation in the Activities; (c) your participation in the Activities will not violate any agreement (including your employment agreement) with a third party or create a conflict of interest; and (d) you will not share with Lattice any confidential or proprietary information belonging to Customer or a third party. Your participation in the Activities is completely voluntary.
2. Production Assets; Approval. The purpose of the Activities (“Purpose”) is to create one or more case studies, testimonials, and/or other promotional materials for Lattice to use in its sales and marketing activities (collectively, “Production Assets”). Unless otherwise agreed to in writing by the parties, this release will apply to all occurrences of the Production Assets. You, for and on behalf of Customer, hereby give Lattice permission to use Customer’s name and other identifying information as part of the Production Assets, and any other Lattice sales and marketing activities and related reference material that Customer and Lattice mutually approve. Lattice confirms that it will obtain Customer approval of the use of Customer’s logos, images, and final content associated with the Production Assets (collectively, “Approved Content”) prior to public release. Once approved, you agree that the Approved Content may be published publicly, including publishing to Lattice’s website and social media sites. You further agree that Lattice may distribute Approved Content in printed materials, at trade shows, and/or via other marketing channels or media.
3. Lattice Confidential Information. This agreement, and any information provided to you by Lattice during the Activities are confidential (“Confidential Information”). As used in this agreement, “Confidential Information” means any information, including, without limitation, business, technical, and financial information, policies, vendors, reports and certifications, and testing results that is in written, oral or any other form, that Lattice designates as being confidential or that, under the circumstances surrounding disclosure, should be clear that it is confidential. “Confidential Information” does not include information that: (i) is in the public domain at the time it was disclosed or subsequently comes into the public domain through no fault of yours; (ii) is already known to you before receipt from Lattice; (iii) is independently developed by you or your employer without use of Confidential Information; or (iv) becomes known to you, on a non-confidential basis, from a source other than Lattice, as evidenced by contemporaneous business records, without breach of this agreement by you. You agree to retain in confidence any Confidential Information received from Lattice. Except with the prior written consent of Lattice, you will not (i) disclose such Confidential Information to any other person or (ii) use such Confidential Information for any purpose other than the Purpose. Confidential Information may be disclosed to your employer or to employees or consultants of your employer or any parent or subsidiary of your employer who have a need to know such information, provided that such persons are made aware of this agreement and either (i) agree to observe the terms of this agreement or (ii) are bound by obligations of confidentiality of at least as high a standard as those imposed on you under this agreement. You agree that you will (a) use Lattice Confidential Information only to participate in the Activities, (b) take reasonable care to prevent any unauthorized use or disclosure of Confidential Information, and (c) not photograph, record, or share any Confidential Information with anyone.
4. Personal Information.
4.1. Personal Information Collection Consent. With your consent, and solely for the Purpose, we may collect and process information that can identify you, including your name, email, and job title (“Personal Information”), in accordance with this agreement and the Lattice Privacy Policy at https://lattice.com/privacy/policy.
I give my consent (initial here): ____
4.2. Audio/Video/Photography Collection Consent. The Activities may involve collecting audio, video, or photographs of you. For example, we may video record an interview session with you. With your consent, and solely for the Purpose, we may record your face, voice, physical features, mannerisms, likeness, and interactions during the Activities.
I give my consent (initial here): ____
5. No Compensation. You understand that Lattice will not compensate you or Customer in any way for your participation in the Activities or for our use of Production Assets.
6. Term. This agreement becomes effective when you sign below. Either party may terminate this agreement effective immediately on written notice. All provisions that under their terms or by implication ought to survive, including Sections 2 (Production Assets; Approval), 3 (Lattice Confidential Information), 6 (Term), 7 (Miscellaneous), and 8 (Governing Law and Jurisdiction) will survive any termination of this agreement.
7. Miscellaneous. All legal notices must be in English, in writing (which may be by email), and addressed to the other party’s primary contact, which for Lattice is legal@lattice.com. Any amendment must be in writing and signed by both parties. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this agreement. The parties are independent contractors. This agreement does not create any agency, partnership, joint venture, or employment relationship. This agreement states all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. If any term (or part of a term) of this agreement is invalid, illegal, or unenforceable, the rest of this agreement will remain in effect. If this agreement is translated into any other language, and there is a discrepancy between the English text and the translated text, the English text will govern.
8. Governing Law and Jurisdiction. All claims arising out of or relating to this agreement will be governed by California law, excluding California’s conflict of laws rules, and will be litigated exclusively in San Francisco County, California, USA; the parties consent to personal jurisdiction in those courts.
Agreed by:
Full Name: ________________________
Customer Name: ________________________
Signature: ________________________
Email Address: ________________________
Date: _____________
Linda's New Contract
Effective May 31st 2024
DownloadTable of Contents
Lattice Customer Reference Agreement and Release
We are pleased to invite you to participate in customer reference activities (“Activities”) on behalf of Degree, Inc. d/b/a Lattice (“Lattice” or “we”).
1. Participation. By participating in the Activities, you confirm that: (a) you are at least eighteen years old; (b) your employer (“Customer”) has authorized your participation in the Activities; (c) your participation in the Activities will not violate any agreement (including your employment agreement) with a third party or create a conflict of interest; and (d) you will not share with Lattice any confidential or proprietary information belonging to Customer or a third party. Your participation in the Activities is completely voluntary.
2. Production Assets; Approval. The purpose of the Activities (“Purpose”) is to create one or more case studies, testimonials, and/or other promotional materials for Lattice to use in its sales and marketing activities (collectively, “Production Assets”). Unless otherwise agreed to in writing by the parties, this release will apply to all occurrences of the Production Assets. You, for and on behalf of Customer, hereby give Lattice permission to use Customer’s name and other identifying information as part of the Production Assets, and any other Lattice sales and marketing activities and related reference material that Customer and Lattice mutually approve. Lattice confirms that it will obtain Customer approval of the use of Customer’s logos, images, and final content associated with the Production Assets (collectively, “Approved Content”) prior to public release. Once approved, you agree that the Approved Content may be published publicly, including publishing to Lattice’s website and social media sites. You further agree that Lattice may distribute Approved Content in printed materials, at trade shows, and/or via other marketing channels or media.
3. Lattice Confidential Information. This agreement, and any information provided to you by Lattice during the Activities are confidential (“Confidential Information”). As used in this agreement, “Confidential Information” means any information, including, without limitation, business, technical, and financial information, policies, vendors, reports and certifications, and testing results that is in written, oral or any other form, that Lattice designates as being confidential or that, under the circumstances surrounding disclosure, should be clear that it is confidential. “Confidential Information” does not include information that: (i) is in the public domain at the time it was disclosed or subsequently comes into the public domain through no fault of yours; (ii) is already known to you before receipt from Lattice; (iii) is independently developed by you or your employer without use of Confidential Information; or (iv) becomes known to you, on a non-confidential basis, from a source other than Lattice, as evidenced by contemporaneous business records, without breach of this agreement by you. You agree to retain in confidence any Confidential Information received from Lattice. Except with the prior written consent of Lattice, you will not (i) disclose such Confidential Information to any other person or (ii) use such Confidential Information for any purpose other than the Purpose. Confidential Information may be disclosed to your employer or to employees or consultants of your employer or any parent or subsidiary of your employer who have a need to know such information, provided that such persons are made aware of this agreement and either (i) agree to observe the terms of this agreement or (ii) are bound by obligations of confidentiality of at least as high a standard as those imposed on you under this agreement. You agree that you will (a) use Lattice Confidential Information only to participate in the Activities, (b) take reasonable care to prevent any unauthorized use or disclosure of Confidential Information, and (c) not photograph, record, or share any Confidential Information with anyone.
4. Personal Information.
4.1. Personal Information Collection Consent. With your consent, and solely for the Purpose, we may collect and process information that can identify you, including your name, email, and job title (“Personal Information”), in accordance with this agreement and the Lattice Privacy Policy at https://lattice.com/privacy/policy.
I give my consent (initial here):
4.2. Audio/Video/Photography Collection Consent. The Activities may involve collecting audio, video, or photographs of you. For example, we may video record an interview session with you. With your consent, and solely for the Purpose, we may record your face, voice, physical features, mannerisms,
likeness, and interactions during the Activities.
I give my consent (initial here):
5. No Compensation. You understand that Lattice will not compensate you or Customer in any way for your participation in the Activities or for our use of Production Assets.
6. Term. This agreement becomes effective when you sign below. Either party may terminate this agreement effective immediately on written notice. All provisions that under their terms or by implication ought to survive, including Sections 2 (Production Assets; Approval), 3 (Lattice Confidential Information), 6 (Term), 7 (Miscellaneous), and 8 (Governing Law and Jurisdiction) will survive any termination of this agreement.
7. Miscellaneous. All legal notices must be in English, in writing (which may be by email), and addressed to the other party’s primary contact, which for Lattice is legal@lattice.com. Any amendment must be in writing and signed by both parties. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this agreement. The parties are independent contractors. This agreement does not create any agency, partnership, joint venture, or employment relationship. This agreement states all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. If any term (or part of a term) of this agreement is invalid, illegal, or unenforceable, the rest of this agreement will remain in effect. If this agreement is translated into any other language, and there is a discrepancy between the English text and the translated text, the English text will govern.
8. Governing Law and Jurisdiction. All claims arising out of or relating to this agreement will be governed by California law, excluding California’s conflict of laws rules, and will be litigated exclusively in San Francisco County, California, USA; the parties consent to personal jurisdiction in those courts.
Agreed by:
Full Name:
Customer Name:
Signature:
Email Address:
Effective May 31st 2024 to May 31st 2024
DownloadTable of Contents
Lattice Customer Reference Agreement and Release
We are pleased to invite you to participate in customer reference activities (“Activities”) on behalf of Degree, Inc. d/b/a Lattice (“Lattice” or “we”).
1. Participation. By participating in the Activities, you confirm that: (a) you are at least eighteen years old; (b) your employer (“Customer”) has authorized your participation in the Activities; (c) your participation in the Activities will not violate any agreement (including your employment agreement) with a third party or create a conflict of interest; and (d) you will not share with Lattice any confidential or proprietary information belonging to Customer or a third party. Your participation in the Activities is completely voluntary.
2. Production Assets; Approval. The purpose of the Activities (“Purpose”) is to create one or more case studies, testimonials, and/or other promotional materials for Lattice to use in its sales and marketing activities (collectively, “Production Assets”). Unless otherwise agreed to in writing by the parties, this release will apply to all occurrences of the Production Assets. You, for and on behalf of Customer, hereby give Lattice permission to use Customer’s name and other identifying information as part of the Production Assets, and any other Lattice sales and marketing activities and related reference material that Customer and Lattice mutually approve. Lattice confirms that it will obtain Customer approval of the use of Customer’s logos, images, and final content associated with the Production Assets (collectively, “Approved Content”) prior to public release. Once approved, you agree that the Approved Content may be published publicly, including publishing to Lattice’s website and social media sites. You further agree that Lattice may distribute Approved Content in printed materials, at trade shows, and/or via other marketing channels or media.
3. Lattice Confidential Information. This agreement, and any information provided to you by Lattice during the Activities are confidential (“Confidential Information”). As used in this agreement, “Confidential Information” means any information, including, without limitation, business, technical, and financial information, policies, vendors, reports and certifications, and testing results that is in written, oral or any other form, that Lattice designates as being confidential or that, under the circumstances surrounding disclosure, should be clear that it is confidential. “Confidential Information” does not include information that: (i) is in the public domain at the time it was disclosed or subsequently comes into the public domain through no fault of yours; (ii) is already known to you before receipt from Lattice; (iii) is independently developed by you or your employer without use of Confidential Information; or (iv) becomes known to you, on a non-confidential basis, from a source other than Lattice, as evidenced by contemporaneous business records, without breach of this agreement by you. You agree to retain in confidence any Confidential Information received from Lattice. Except with the prior written consent of Lattice, you will not (i) disclose such Confidential Information to any other person or (ii) use such Confidential Information for any purpose other than the Purpose. Confidential Information may be disclosed to your employer or to employees or consultants of your employer or any parent or subsidiary of your employer who have a need to know such information, provided that such persons are made aware of this agreement and either (i) agree to observe the terms of this agreement or (ii) are bound by obligations of confidentiality of at least as high a standard as those imposed on you under this agreement. You agree that you will (a) use Lattice Confidential Information only to participate in the Activities, (b) take reasonable care to prevent any unauthorized use or disclosure of Confidential Information, and (c) not photograph, record, or share any Confidential Information with anyone.
4. Personal Information.
4.1. Personal Information Collection Consent. With your consent, and solely for the Purpose, we may collect and process information that can identify you, including your name, email, and job title (“Personal Information”), in accordance with this agreement and the Lattice Privacy Policy at https://lattice.com/privacy/policy.
I give my consent (initial here):
4.2. Audio/Video/Photography Collection Consent. The Activities may involve collecting audio, video, or photographs of you. For example, we may video record an interview session with you. With your consent, and solely for the Purpose, we may record your face, voice, physical features, mannerisms,
likeness, and interactions during the Activities.
I give my consent (initial here):
5. No Compensation. You understand that Lattice will not compensate you or Customer in any way for your participation in the Activities or for our use of Production Assets.
6. Term. This agreement becomes effective when you sign below. Either party may terminate this agreement effective immediately on written notice. All provisions that under their terms or by implication ought to survive, including Sections 2 (Production Assets; Approval), 3 (Lattice Confidential Information), 6 (Term), 7 (Miscellaneous), and 8 (Governing Law and Jurisdiction) will survive any termination of this agreement.
7. Miscellaneous. All legal notices must be in English, in writing (which may be by email), and addressed to the other party’s primary contact, which for Lattice is legal@lattice.com. Any amendment must be in writing and signed by both parties. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this agreement. The parties are independent contractors. This agreement does not create any agency, partnership, joint venture, or employment relationship. This agreement states all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. If any term (or part of a term) of this agreement is invalid, illegal, or unenforceable, the rest of this agreement will remain in effect. If this agreement is translated into any other language, and there is a discrepancy between the English text and the translated text, the English text will govern.
8. Governing Law and Jurisdiction. All claims arising out of or relating to this agreement will be governed by California law, excluding California’s conflict of laws rules, and will be litigated exclusively in San Francisco County, California, USA; the parties consent to personal jurisdiction in those courts.
Agreed by:
Full Name:
Customer Name:
Signature:
Email Address:
Effective May 31st 2024 to May 31st 2024
DownloadTable of Contents
Lattice Customer Reference Agreement and Release
We are pleased to invite you to participate in customer reference activities (“Activities”) on behalf of Degree, Inc. d/b/a Lattice (“Lattice” or “we”).
1. Participation. By participating in the Activities, you confirm that: (a) you are at least eighteen years old; (b) your employer (“Customer”) has authorized your participation in the Activities; (c) your participation in the Activities will not violate any agreement (including your employment agreement) with a third party or create a conflict of interest; and (d) you will not share with Lattice any confidential or proprietary information belonging to Customer or a third party. Your participation in the Activities is completely voluntary.
2. Production Assets; Approval. The purpose of the Activities (“Purpose”) is to create one or more case studies, testimonials, and/or other promotional materials for Lattice to use in its sales and marketing activities (collectively, “Production Assets”). Unless otherwise agreed to in writing by the parties, this release will apply to all occurrences of the Production Assets. You, for and on behalf of Customer, hereby give Lattice permission to use Customer’s name and other identifying information as part of the Production Assets, and any other Lattice sales and marketing activities and related reference material that Customer and Lattice mutually approve. Lattice confirms that it will obtain Customer approval of the use of Customer’s logos, images, and final content associated with the Production Assets (collectively, “Approved Content”) prior to public release. Once approved, you agree that the Approved Content may be published publicly, including publishing to Lattice’s website and social media sites. You further agree that Lattice may distribute Approved Content in printed materials, at trade shows, and/or via other marketing channels or media.
3. Lattice Confidential Information. This agreement, and any information provided to you by Lattice during the Activities are confidential (“Confidential Information”). As used in this agreement, “Confidential Information” means any information, including, without limitation, business, technical, and financial information, policies, vendors, reports and certifications, and testing results that is in written, oral or any other form, that Lattice designates as being confidential or that, under the circumstances surrounding disclosure, should be clear that it is confidential. “Confidential Information” does not include information that: (i) is in the public domain at the time it was disclosed or subsequently comes into the public domain through no fault of yours; (ii) is already known to you before receipt from Lattice; (iii) is independently developed by you or your employer without use of Confidential Information; or (iv) becomes known to you, on a non-confidential basis, from a source other than Lattice, as evidenced by contemporaneous business records, without breach of this agreement by you. You agree to retain in confidence any Confidential Information received from Lattice. Except with the prior written consent of Lattice, you will not (i) disclose such Confidential Information to any other person or (ii) use such Confidential Information for any purpose other than the Purpose. Confidential Information may be disclosed to your employer or to employees or consultants of your employer or any parent or subsidiary of your employer who have a need to know such information, provided that such persons are made aware of this agreement and either (i) agree to observe the terms of this agreement or (ii) are bound by obligations of confidentiality of at least as high a standard as those imposed on you under this agreement. You agree that you will (a) use Lattice Confidential Information only to participate in the Activities, (b) take reasonable care to prevent any unauthorized use or disclosure of Confidential Information, and (c) not photograph, record, or share any Confidential Information with anyone.
4. Personal Information.
4.1. Personal Information Collection Consent. With your consent, and solely for the Purpose, we may collect and process information that can identify you, including your name, email, and job title (“Personal Information”), in accordance with this agreement and the Lattice Privacy Policy at https://lattice.com/privacy/policy.
I give my consent (initial here):
4.2. Audio/Video/Photography Collection Consent. The Activities may involve collecting audio, video, or photographs of you. For example, we may video record an interview session with you. With your consent, and solely for the Purpose, we may record your face, voice, physical features, mannerisms,
likeness, and interactions during the Activities.
I give my consent (initial here):
5. No Compensation. You understand that Lattice will not compensate you or Customer in any way for your participation in the Activities or for our use of Production Assets.
6. Term. This agreement becomes effective when you sign below. Either party may terminate this agreement effective immediately on written notice. All provisions that under their terms or by implication ought to survive, including Sections 2 (Production Assets; Approval), 3 (Lattice Confidential Information), 6 (Term), 7 (Miscellaneous), and 8 (Governing Law and Jurisdiction) will survive any termination of this agreement.
7. Miscellaneous. All legal notices must be in English, in writing (which may be by email), and addressed to the other party’s primary contact, which for Lattice is legal@lattice.com. Any amendment must be in writing and signed by both parties. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this agreement. The parties are independent contractors. This agreement does not create any agency, partnership, joint venture, or employment relationship. This agreement states all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. If any term (or part of a term) of this agreement is invalid, illegal, or unenforceable, the rest of this agreement will remain in effect. If this agreement is translated into any other language, and there is a discrepancy between the English text and the translated text, the English text will govern.
8. Governing Law and Jurisdiction. All claims arising out of or relating to this agreement will be governed by California law, excluding California’s conflict of laws rules, and will be litigated exclusively in San Francisco County, California, USA; the parties consent to personal jurisdiction in those courts.
Agreed by:
Full Name:
Customer Name:
Signature:
Email Address:
Linda's Drafting Clickity Clack
Effective June 5th 2024
DownloadTable of Contents
Lattice Customer Reference Agreement and Release
We are pleased to invite you to participate in customer reference activities (“Activities”) on behalf of Degree, Inc. d/b/a Lattice (“Lattice” or “we”).
1. Participation. By participating in the Activities, you confirm that: (a) you are at least eighteen years old; (b) your employer (“Customer”) has authorized your participation in the Activities; (c) your participation in the Activities will not violate any agreement (including your employment agreement) with a third party or create a conflict of interest; and (d) you will not share with Lattice any confidential or proprietary information belonging to Customer or a third party. Your participation in the Activities is completely voluntary.
2. Production Assets; Approval. The purpose of the Activities (“Purpose”) is to create one or more case studies, testimonials, and/or other promotional materials for Lattice to use in its sales and marketing activities (collectively, “Production Assets”). Unless otherwise agreed to in writing by the parties, this release will apply to all occurrences of the Production Assets. You, for and on behalf of Customer, hereby give Lattice permission to use Customer’s name and other identifying information as part of the Production Assets, and any other Lattice sales and marketing activities and related reference material that Customer and Lattice mutually approve. Lattice confirms that it will obtain Customer approval of the use of Customer’s logos, images, and final content associated with the Production Assets (collectively, “Approved Content”) prior to public release. Once approved, you agree that the Approved Content may be published publicly, including publishing to Lattice’s website and social media sites. You further agree that Lattice may distribute Approved Content in printed materials, at trade shows, and/or via other marketing channels or media.
3. Lattice Confidential Information. This agreement, and any information provided to you by Lattice during the Activities are confidential (“Confidential Information”). As used in this agreement, “Confidential Information” means any information, including, without limitation, business, technical, and financial information, policies, vendors, reports and certifications, and testing results that is in written, oral or any other form, that Lattice designates as being confidential or that, under the circumstances surrounding disclosure, should be clear that it is confidential. “Confidential Information” does not include information that: (i) is in the public domain at the time it was disclosed or subsequently comes into the public domain through no fault of yours; (ii) is already known to you before receipt from Lattice; (iii) is independently developed by you or your employer without use of Confidential Information; or (iv) becomes known to you, on a non-confidential basis, from a source other than Lattice, as evidenced by contemporaneous business records, without breach of this agreement by you. You agree to retain in confidence any Confidential Information received from Lattice. Except with the prior written consent of Lattice, you will not (i) disclose such Confidential Information to any other person or (ii) use such Confidential Information for any purpose other than the Purpose. Confidential Information may be disclosed to your employer or to employees or consultants of your employer or any parent or subsidiary of your employer who have a need to know such information, provided that such persons are made aware of this agreement and either (i) agree to observe the terms of this agreement or (ii) are bound by obligations of confidentiality of at least as high a standard as those imposed on you under this agreement. You agree that you will (a) use Lattice Confidential Information only to participate in the Activities, (b) take reasonable care to prevent any unauthorized use or disclosure of Confidential Information, and (c) not photograph, record, or share any Confidential Information with anyone.
4. Personal Information.
4.1. Personal Information Collection Consent. With your consent, and solely for the Purpose, we may collect and process information that can identify you, including your name, email, and job title (“Personal Information”), in accordance with this agreement and the Lattice Privacy Policy at https://lattice.com/privacy/policy.
I give my consent (initial here): {{initials}}
4.2. Audio/Video/Photography Collection Consent. The Activities may involve collecting audio, video, or photographs of you. For example, we may video record an interview session with you. With your consent, and solely for the Purpose, we may record your face, voice, physical features, mannerisms,
likeness, and interactions during the Activities.
I give my consent (initial here): {{initials}}
5. No Compensation. You understand that Lattice will not compensate you or Customer in any way for your participation in the Activities or for our use of Production Assets.
6. Term. This agreement becomes effective when you sign below. Either party may terminate this agreement effective immediately on written notice. All provisions that under their terms or by implication ought to survive, including Sections 2 (Production Assets; Approval), 3 (Lattice Confidential Information), 6 (Term), 7 (Miscellaneous), and 8 (Governing Law and Jurisdiction) will survive any termination of this agreement.
7. Miscellaneous. All legal notices must be in English, in writing (which may be by email), and addressed to the other party’s primary contact, which for Lattice is legal@lattice.com. Any amendment must be in writing and signed by both parties. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this agreement. The parties are independent contractors. This agreement does not create any agency, partnership, joint venture, or employment relationship. This agreement states all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. If any term (or part of a term) of this agreement is invalid, illegal, or unenforceable, the rest of this agreement will remain in effect. If this agreement is translated into any other language, and there is a discrepancy between the English text and the translated text, the English text will govern.
8. Governing Law and Jurisdiction. All claims arising out of or relating to this agreement will be governed by California law, excluding California’s conflict of laws rules, and will be litigated exclusively in San Francisco County, California, USA; the parties consent to personal jurisdiction in those courts.
Agreed by:
Full Name: {{fullname}}
Customer Name: {{customername-ifapplicable}}
Signature: {{signature}}
Email Address: {{emailaddress}}
Date: {{date}}
Effective May 31st 2024 to June 5th 2024
DownloadTable of Contents
Lattice Customer Reference Agreement and Release
We are pleased to invite you to participate in customer reference activities (“Activities”) on behalf of Degree, Inc. d/b/a Lattice (“Lattice” or “we”).
1. Participation. By participating in the Activities, you confirm that: (a) you are at least eighteen years old; (b) your employer (“Customer”) has authorized your participation in the Activities; (c) your participation in the Activities will not violate any agreement (including your employment agreement) with a third party or create a conflict of interest; and (d) you will not share with Lattice any confidential or proprietary information belonging to Customer or a third party. Your participation in the Activities is completely voluntary.
2. Production Assets; Approval. The purpose of the Activities (“Purpose”) is to create one or more case studies, testimonials, and/or other promotional materials for Lattice to use in its sales and marketing activities (collectively, “Production Assets”). Unless otherwise agreed to in writing by the parties, this release will apply to all occurrences of the Production Assets. You, for and on behalf of Customer, hereby give Lattice permission to use Customer’s name and other identifying information as part of the Production Assets, and any other Lattice sales and marketing activities and related reference material that Customer and Lattice mutually approve. Lattice confirms that it will obtain Customer approval of the use of Customer’s logos, images, and final content associated with the Production Assets (collectively, “Approved Content”) prior to public release. Once approved, you agree that the Approved Content may be published publicly, including publishing to Lattice’s website and social media sites. You further agree that Lattice may distribute Approved Content in printed materials, at trade shows, and/or via other marketing channels or media.
3. Lattice Confidential Information. This agreement, and any information provided to you by Lattice during the Activities are confidential (“Confidential Information”). As used in this agreement, “Confidential Information” means any information, including, without limitation, business, technical, and financial information, policies, vendors, reports and certifications, and testing results that is in written, oral or any other form, that Lattice designates as being confidential or that, under the circumstances surrounding disclosure, should be clear that it is confidential. “Confidential Information” does not include information that: (i) is in the public domain at the time it was disclosed or subsequently comes into the public domain through no fault of yours; (ii) is already known to you before receipt from Lattice; (iii) is independently developed by you or your employer without use of Confidential Information; or (iv) becomes known to you, on a non-confidential basis, from a source other than Lattice, as evidenced by contemporaneous business records, without breach of this agreement by you. You agree to retain in confidence any Confidential Information received from Lattice. Except with the prior written consent of Lattice, you will not (i) disclose such Confidential Information to any other person or (ii) use such Confidential Information for any purpose other than the Purpose. Confidential Information may be disclosed to your employer or to employees or consultants of your employer or any parent or subsidiary of your employer who have a need to know such information, provided that such persons are made aware of this agreement and either (i) agree to observe the terms of this agreement or (ii) are bound by obligations of confidentiality of at least as high a standard as those imposed on you under this agreement. You agree that you will (a) use Lattice Confidential Information only to participate in the Activities, (b) take reasonable care to prevent any unauthorized use or disclosure of Confidential Information, and (c) not photograph, record, or share any Confidential Information with anyone.
4. Personal Information.
4.1. Personal Information Collection Consent. With your consent, and solely for the Purpose, we may collect and process information that can identify you, including your name, email, and job title (“Personal Information”), in accordance with this agreement and the Lattice Privacy Policy at https://lattice.com/privacy/policy.
I give my consent (initial here):
4.2. Audio/Video/Photography Collection Consent. The Activities may involve collecting audio, video, or photographs of you. For example, we may video record an interview session with you. With your consent, and solely for the Purpose, we may record your face, voice, physical features, mannerisms,
likeness, and interactions during the Activities.
I give my consent (initial here):
5. No Compensation. You understand that Lattice will not compensate you or Customer in any way for your participation in the Activities or for our use of Production Assets.
6. Term. This agreement becomes effective when you sign below. Either party may terminate this agreement effective immediately on written notice. All provisions that under their terms or by implication ought to survive, including Sections 2 (Production Assets; Approval), 3 (Lattice Confidential Information), 6 (Term), 7 (Miscellaneous), and 8 (Governing Law and Jurisdiction) will survive any termination of this agreement.
7. Miscellaneous. All legal notices must be in English, in writing (which may be by email), and addressed to the other party’s primary contact, which for Lattice is legal@lattice.com. Any amendment must be in writing and signed by both parties. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this agreement. The parties are independent contractors. This agreement does not create any agency, partnership, joint venture, or employment relationship. This agreement states all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. If any term (or part of a term) of this agreement is invalid, illegal, or unenforceable, the rest of this agreement will remain in effect. If this agreement is translated into any other language, and there is a discrepancy between the English text and the translated text, the English text will govern.
8. Governing Law and Jurisdiction. All claims arising out of or relating to this agreement will be governed by California law, excluding California’s conflict of laws rules, and will be litigated exclusively in San Francisco County, California, USA; the parties consent to personal jurisdiction in those courts.
Agreed by:
Full Name:
Customer Name:
Signature:
Email Address:
Date:
Effective May 31st 2024 to May 31st 2024
DownloadTable of Contents
Lattice Customer Reference Agreement and Release
We are pleased to invite you to participate in customer reference activities (“Activities”) on behalf of Degree, Inc. d/b/a Lattice (“Lattice” or “we”).
1. Participation. By participating in the Activities, you confirm that: (a) you are at least eighteen years old; (b) your employer (“Customer”) has authorized your participation in the Activities; (c) your participation in the Activities will not violate any agreement (including your employment agreement) with a third party or create a conflict of interest; and (d) you will not share with Lattice any confidential or proprietary information belonging to Customer or a third party. Your participation in the Activities is completely voluntary.
2. Production Assets; Approval. The purpose of the Activities (“Purpose”) is to create one or more case studies, testimonials, and/or other promotional materials for Lattice to use in its sales and marketing activities (collectively, “Production Assets”). Unless otherwise agreed to in writing by the parties, this release will apply to all occurrences of the Production Assets. You, for and on behalf of Customer, hereby give Lattice permission to use Customer’s name and other identifying information as part of the Production Assets, and any other Lattice sales and marketing activities and related reference material that Customer and Lattice mutually approve. Lattice confirms that it will obtain Customer approval of the use of Customer’s logos, images, and final content associated with the Production Assets (collectively, “Approved Content”) prior to public release. Once approved, you agree that the Approved Content may be published publicly, including publishing to Lattice’s website and social media sites. You further agree that Lattice may distribute Approved Content in printed materials, at trade shows, and/or via other marketing channels or media.
3. Lattice Confidential Information. This agreement, and any information provided to you by Lattice during the Activities are confidential (“Confidential Information”). As used in this agreement, “Confidential Information” means any information, including, without limitation, business, technical, and financial information, policies, vendors, reports and certifications, and testing results that is in written, oral or any other form, that Lattice designates as being confidential or that, under the circumstances surrounding disclosure, should be clear that it is confidential. “Confidential Information” does not include information that: (i) is in the public domain at the time it was disclosed or subsequently comes into the public domain through no fault of yours; (ii) is already known to you before receipt from Lattice; (iii) is independently developed by you or your employer without use of Confidential Information; or (iv) becomes known to you, on a non-confidential basis, from a source other than Lattice, as evidenced by contemporaneous business records, without breach of this agreement by you. You agree to retain in confidence any Confidential Information received from Lattice. Except with the prior written consent of Lattice, you will not (i) disclose such Confidential Information to any other person or (ii) use such Confidential Information for any purpose other than the Purpose. Confidential Information may be disclosed to your employer or to employees or consultants of your employer or any parent or subsidiary of your employer who have a need to know such information, provided that such persons are made aware of this agreement and either (i) agree to observe the terms of this agreement or (ii) are bound by obligations of confidentiality of at least as high a standard as those imposed on you under this agreement. You agree that you will (a) use Lattice Confidential Information only to participate in the Activities, (b) take reasonable care to prevent any unauthorized use or disclosure of Confidential Information, and (c) not photograph, record, or share any Confidential Information with anyone.
4. Personal Information.
4.1. Personal Information Collection Consent. With your consent, and solely for the Purpose, we may collect and process information that can identify you, including your name, email, and job title (“Personal Information”), in accordance with this agreement and the Lattice Privacy Policy at https://lattice.com/privacy/policy.
I give my consent (initial here):
4.2. Audio/Video/Photography Collection Consent. The Activities may involve collecting audio, video, or photographs of you. For example, we may video record an interview session with you. With your consent, and solely for the Purpose, we may record your face, voice, physical features, mannerisms,
likeness, and interactions during the Activities.
I give my consent (initial here):
5. No Compensation. You understand that Lattice will not compensate you or Customer in any way for your participation in the Activities or for our use of Production Assets.
6. Term. This agreement becomes effective when you sign below. Either party may terminate this agreement effective immediately on written notice. All provisions that under their terms or by implication ought to survive, including Sections 2 (Production Assets; Approval), 3 (Lattice Confidential Information), 6 (Term), 7 (Miscellaneous), and 8 (Governing Law and Jurisdiction) will survive any termination of this agreement.
7. Miscellaneous. All legal notices must be in English, in writing (which may be by email), and addressed to the other party’s primary contact, which for Lattice is legal@lattice.com. Any amendment must be in writing and signed by both parties. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this agreement. The parties are independent contractors. This agreement does not create any agency, partnership, joint venture, or employment relationship. This agreement states all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. If any term (or part of a term) of this agreement is invalid, illegal, or unenforceable, the rest of this agreement will remain in effect. If this agreement is translated into any other language, and there is a discrepancy between the English text and the translated text, the English text will govern.
8. Governing Law and Jurisdiction. All claims arising out of or relating to this agreement will be governed by California law, excluding California’s conflict of laws rules, and will be litigated exclusively in San Francisco County, California, USA; the parties consent to personal jurisdiction in those courts.
Agreed by:
Full Name:
Customer Name:
Signature:
Email Address:
Date:
Linda's Drafting Clickity Clack (Copy)
Effective May 31st 2024
DownloadTable of Contents
Lattice Customer Reference Agreement and Release
We are pleased to invite you to participate in customer reference activities (“Activities”) on behalf of Degree, Inc. d/b/a Lattice (“Lattice” or “we”).
1. Participation. By participating in the Activities, you confirm that: (a) you are at least eighteen years old; (b) your employer (“Customer”) has authorized your participation in the Activities; (c) your participation in the Activities will not violate any agreement (including your employment agreement) with a third party or create a conflict of interest; and (d) you will not share with Lattice any confidential or proprietary information belonging to Customer or a third party. Your participation in the Activities is completely voluntary.
2. Production Assets; Approval. The purpose of the Activities (“Purpose”) is to create one or more case studies, testimonials, and/or other promotional materials for Lattice to use in its sales and marketing activities (collectively, “Production Assets”). Unless otherwise agreed to in writing by the parties, this release will apply to all occurrences of the Production Assets. You, for and on behalf of Customer, hereby give Lattice permission to use Customer’s name and other identifying information as part of the Production Assets, and any other Lattice sales and marketing activities and related reference material that Customer and Lattice mutually approve. Lattice confirms that it will obtain Customer approval of the use of Customer’s logos, images, and final content associated with the Production Assets (collectively, “Approved Content”) prior to public release. Once approved, you agree that the Approved Content may be published publicly, including publishing to Lattice’s website and social media sites. You further agree that Lattice may distribute Approved Content in printed materials, at trade shows, and/or via other marketing channels or media.
3. Lattice Confidential Information. This agreement, and any information provided to you by Lattice during the Activities are confidential (“Confidential Information”). As used in this agreement, “Confidential Information” means any information, including, without limitation, business, technical, and financial information, policies, vendors, reports and certifications, and testing results that is in written, oral or any other form, that Lattice designates as being confidential or that, under the circumstances surrounding disclosure, should be clear that it is confidential. “Confidential Information” does not include information that: (i) is in the public domain at the time it was disclosed or subsequently comes into the public domain through no fault of yours; (ii) is already known to you before receipt from Lattice; (iii) is independently developed by you or your employer without use of Confidential Information; or (iv) becomes known to you, on a non-confidential basis, from a source other than Lattice, as evidenced by contemporaneous business records, without breach of this agreement by you. You agree to retain in confidence any Confidential Information received from Lattice. Except with the prior written consent of Lattice, you will not (i) disclose such Confidential Information to any other person or (ii) use such Confidential Information for any purpose other than the Purpose. Confidential Information may be disclosed to your employer or to employees or consultants of your employer or any parent or subsidiary of your employer who have a need to know such information, provided that such persons are made aware of this agreement and either (i) agree to observe the terms of this agreement or (ii) are bound by obligations of confidentiality of at least as high a standard as those imposed on you under this agreement. You agree that you will (a) use Lattice Confidential Information only to participate in the Activities, (b) take reasonable care to prevent any unauthorized use or disclosure of Confidential Information, and (c) not photograph, record, or share any Confidential Information with anyone.
4. Personal Information.
4.1. Personal Information Collection Consent. With your consent, and solely for the Purpose, we may collect and process information that can identify you, including your name, email, and job title (“Personal Information”), in accordance with this agreement and the Lattice Privacy Policy at https://lattice.com/privacy/policy.
I give my consent (initial here):
4.2. Audio/Video/Photography Collection Consent. The Activities may involve collecting audio, video, or photographs of you. For example, we may video record an interview session with you. With your consent, and solely for the Purpose, we may record your face, voice, physical features, mannerisms,
likeness, and interactions during the Activities.
I give my consent (initial here):
5. No Compensation. You understand that Lattice will not compensate you or Customer in any way for your participation in the Activities or for our use of Production Assets.
6. Term. This agreement becomes effective when you sign below. Either party may terminate this agreement effective immediately on written notice. All provisions that under their terms or by implication ought to survive, including Sections 2 (Production Assets; Approval), 3 (Lattice Confidential Information), 6 (Term), 7 (Miscellaneous), and 8 (Governing Law and Jurisdiction) will survive any termination of this agreement.
7. Miscellaneous. All legal notices must be in English, in writing (which may be by email), and addressed to the other party’s primary contact, which for Lattice is legal@lattice.com. Any amendment must be in writing and signed by both parties. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this agreement. The parties are independent contractors. This agreement does not create any agency, partnership, joint venture, or employment relationship. This agreement states all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. If any term (or part of a term) of this agreement is invalid, illegal, or unenforceable, the rest of this agreement will remain in effect. If this agreement is translated into any other language, and there is a discrepancy between the English text and the translated text, the English text will govern.
8. Governing Law and Jurisdiction. All claims arising out of or relating to this agreement will be governed by California law, excluding California’s conflict of laws rules, and will be litigated exclusively in San Francisco County, California, USA; the parties consent to personal jurisdiction in those courts.
Agreed by:
Full Name:
Customer Name:
Signature:
Email Address:
Date:
Lattice First Customer Program Participation Agreement
Effective June 14th 2024
DownloadTable of Contents
Lattice Artificial Intelligence Addendum
Effective June 18th 2024
DownloadTable of Contents
LATTICE ARTIFICIAL INTELLIGENCE ADDENDUM AND CONSENT FOR DATA PROCESSING
This Lattice Artificial Intelligence Addendum and Consent for Data Processing (the “AI Addendum”), which applies to Customer’s access and use of any Lattice AI feature (as defined below), forms a part of and is incorporated into the Lattice Terms of Service (“TOS”), and specifically but not limited to the Data Processing Addendum (“DPA”), or if applicable such other written or electronic agreement(s) governing Customer's use of the Lattice Service between Customer and Lattice (collectively, the “Agreement”). A capitalized term used but not defined herein has the same meaning as the same or substantially equivalent term in the Agreement.
1. Definitions.
1.1. “Customer Data” includes both Customer Data and Customer Content as defined in the Agreement.
1.2. “Input” means any information, which may include Customer Data, Customer provides to Lattice to be processed through a Lattice AI feature.
1.3. “Lattice AI” as used herein means any of Lattice’s or a third party’s artificial intelligence or machine learning technology, as applicable, that is (a) capable of (i) generating new content (including by processing existing content) or (ii) suggesting actions, or acting with human approval; (b) made available as part of the Lattice Service; and (c) enabled by Customer within Customer’s Lattice account.
1.4. “Output” means responses generated by Lattice AI and presented to the customer through the Lattice Service.
2. Customer Data; Inputs; Output. Customer may provide Input to be processed by Lattice AI, and receive Output generated and returned by Lattice AI. Input, and Output that is unique to Customer, are Customer Data. Customer represents and warrants that Customer has all rights, licenses, and permissions needed to provide the Input to Lattice AI. Customer will ensure that Input and use of Lattice AI will not violate any applicable laws.
3. Third Party Technology. Lattice may use artificial intelligence or machine learning technology provided by a third party (“Third Party Technology”) to provide some or all of the functionality for any Lattice AI features. By using a Lattice AI feature, Customer permits and instructs Lattice to disclose any Input, as determined by Lattice, in its sole discretion, to a Third Party Technology provider as necessary in order to provide the Lattice AI feature to Customer. Lattice currently uses Third Party Technology provided by OpenAI to power the features and functionality of Lattice AI. Customer may not use Lattice AI in a manner that violates any OpenAI policy, including OpenAI’s Usage Policies and Sharing and Publication Policy. In the event Lattice uses other Third Party Technology to power Lattice AI features, Lattice will provide notification to Customer of the use of any such Third Party Technology, and any terms or policies applicable to the use of the same, prior to any Customer Data being disclosed to or processed therethrough. For the avoidance of doubt, Lattice does not permit Third Party Technology providers to use Lattice AI or Customer Data to improve or train any artificial intelligence or machine learning models.
4. Consent; Additional Processing Instructions. Customer and Lattice agree that Lattice and as applicable its Third Party Service providers will process Input as a processor. To the extent Customer Data provided as Input to Lattice AI contains Personal Data (as that term is defined in the DPA), Customer authorizes, instructs, and warrants that it has obtained any necessary consents required for Lattice and its Third Party Technology providers to process the Personal Data for the additional purpose of providing Lattice AI Output and functionality, which includes investigating security incidents, fraudulent activity, detecting and preventing network exploits or abuse, and as necessary to comply with applicable law or regulation. The types and categories of Personal Data processed by Lattice AI vary by feature, but in general will be those types and categories of Personal Data associated with the product(s) of the Lattice Service you are using, as described in the DPA or as otherwise may be disclosed within the Lattice Service prior to the activation of each Lattice AI feature, as well as any Personal Data you disclose to a product of the Lattice Service through any third-party integration you choose to use.
5. Use, Restrictions, and Termination. Only active Lattice Customers in good standing and their Authorized Users are permitted to access and use Lattice AI. Customer’s use of Lattice AI is optional, and Customer must actively choose to enable any Lattice AI feature it elects to use. Customer will ensure that its use of any Lattice AI features is at all times in accordance with the Agreement and this Addendum. Customer may not use Lattice AI (a) to develop artificial intelligence products, services, features, or technology, or any machine learning models or technology, or any product, feature, or service that is competitive with any service or feature provided or offered by Lattice; (b) to mislead any person or entity that an Output was solely human generated; or (c) in a manner that violates any applicable law, regulation, or third party right. At its sole discretion, Lattice may modify or replace any of the terms of this AI Addendum. Customer’s continued use of Lattice AI following any changes to the Lattice AI Addendum, once posted to Lattice’s website or otherwise communicated to Customer, constitutes acceptance of those changes. Lattice may change, suspend, or discontinue Lattice AI at any time. Lattice may also impose limits on certain features or restrict Customer’s access to all or part of Lattice AI without notice or liability to Lattice.
6. Risks and Limitations. Artificial intelligence and machine learning technologies, including Lattice AI, use emerging technology that may provide Output that is inaccurate, is offensive, or is not designed or intended to meet Customer’s needs, expectations, or legal, regulatory, or compliance obligations. Customer acknowledges that with respect to its use of any Lattice AI feature, Customer is solely responsible for (i) developing its own internal policies on the appropriate use of these technologies and training Administrative Users or other relevant users on these policies, (ii) providing transparency and notices and obtaining all necessary consents required by applicable laws, and (iii) implementing sufficient human oversight for the use of Lattice AI. Due to the nature of artificial intelligence and machine learning technology, Output may not be unique, and a Lattice AI feature may generate the same or similar Output for other customers. Lattice does not guarantee the generation of Output by any Lattice AI feature. By using Lattice AI, Customer acknowledges and agrees that Lattice is not responsible for (a) any inaccuracies or errors in the Output, (b) any biases, lack of fairness, or limitations of the underlying algorithms or data, or (c) any Output that the Customer or its users may find unsafe, harmful or offensive. Customer acknowledges that Lattice AI is an optional feature of the Lattice Service, and that Customer may stop using Lattice AI features at any time.
7. Intellectual Property. As between Lattice and Customer, (a) Lattice owns or properly licenses all right, title, and interest in and to Lattice AI and any resulting usage and statistical data, including all intellectual property and proprietary rights therein, and (b) Customer owns all right, title, and interest in and to its Input, as well as any Output that is unique solely to Customer. Except for those expressly granted herein, no other rights or permissions to Lattice AI are granted to Customer.
8. WARRANTY DISCLAIMER AND INDEMNIFICATION. LATTICE AI IS PROVIDED “AS IS,” AND NEITHER PARTY MAKES AND LATTICE SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. LATTICE DOES NOT WARRANT THAT LATTICE AI WILL BE ERROR-FREE OR UNINTERRUPTED, NOR DOES LATTICE MAKE ANY WARRANTY REGARDING THE RESULTS OBTAINABLE FROM USING LATTICE AI OR THE ACCURACY OR SUITABILITY FOR CUSTOMER’S NEEDS OF ANY INFORMATION, OUTPUT, OR ADVICE OBTAINED THROUGH LATTICE AI. CUSTOMER UNDERSTANDS AND AGREES THAT (a) ANY INFORMATION OR OTHER OUTPUT OBTAINED THROUGH USING LATTICE AI IS AT CUSTOMER’S SOLE RISK, (b) CUSTOMER SHOULD NOT RELY ON FACTUAL ASSERTIONS IN OUTPUT WITHOUT INDEPENDENT FACT-CHECKING, AND (c) CUSTOMER SHOULD NOT RELY ON ANY WORKFLOWS, PROCESSES, OR ADVICE IN OUTPUT WITHOUT INDEPENDENT REVIEW OF THE SAME AND IN RELATION TO SUITABILITY FOR CUSTOMER’S NEEDS. NO SUCH INFORMATION, OUTPUT OR ADVICE OBTAINED BY CUSTOMER FROM LATTICE OR THROUGH LATTICE AI WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. CUSTOMER AGREES THAT LATTICE IS NOT LIABLE FOR ANY CLAIMS ARISING FROM ANY INFORMATION, OUTPUT, OR ADVICE PROVIDED BY LATTICE IN CONNECTION WITH LATTICE AI.
9. Improving Lattice AI. Lattice may use anonymized, aggregated data and feedback collected from Customer to further develop and improve Lattice AI or as otherwise permitted under the Lattice Terms of Service. As stated above, Lattice does not and will not permit Third Party Technology providers to use Customer Data to improve or train their AI models.
10. Acceptance and Authority. By enabling, accessing, or using any Lattice AI feature, Customer agrees to be bound and abide by the terms of this Addendum, and any individual who enables access to a Lattice AI feature on Customer’s behalf represents and warrants to Lattice that s/he is duly authorized to accept and agree to the terms of this AI Addendum on behalf of Customer and that this AI Addendum is binding upon Customer in accordance with its terms.
11. Entire Agreement; Modification; Conflicts; Survival. This AI Addendum, together with the Lattice Terms of Service (including any Order Form incorporated herein and any exhibits or attachments) constitute the entire agreement of the parties relating to the subject matter hereof and supersede all prior or contemporaneous communications, understandings, and agreements, oral or written, relating to such subject matter. Except for Lattice’s exercising its right to unilaterally modify or replace the terms of this AI Addendum as described above and Customer’s acceptance of such modified or replaced terms through Customer’s continued use of Lattice AI, no modification, amendment, or waiver of any provision of this AI Addendum shall be permitted. To the extent of any conflict or inconsistency between this AI Addendum and the TOS, DPA, or any Order Form or other prior written agreement between the parties, the provisions of this AI Addendum shall prevail. The terms of this AI Addendum will survive the expiration or termination of the Agreement.