Terms of service
Last updated: Dec 5, 2022
Thank you for using Neon! We’re happy you’re here. Please read this Terms of Service carefully before accessing or using Neon during the Technical Preview Stage.
This page contains a lot of legalese pertaining to policies and terms. It’s all very formal but the following principles guide everything here:
- Neon is in Technical Preview now
- You own your data
- We shipped core functionality, but there might be many issues, bugs, and incidents
- We strive for reliability and security. However, we cannot guarantee the full security and integrity of your data now
1.1 Your use of the Neon service during the Preview Stage as defined below is governed by this agreement (the “Terms”). “Neon” means Neon, Inc., a US private company, and its subsidiaries or affiliates involved in providing the Neon Product.
1.2 To use the Neon Product, you must first agree to the Terms. You can agree to the Terms by actually using the Neon Product. You agree that Neon will treat your use of the Neon Product as acceptance of the Terms from that point onwards.
1.3 You may not use the Neon Product if you are a person barred from receiving the Neon Product under the laws of the United States or other countries, including the country in which you are resident or from which you use the Neon Product. You affirm that you are over the age of 16, as children may not use the Neon Product under 16.
1.4 You agree that your use of Neon Products is not contingent on the delivery of any future functionality or features or dependent on any oral or written public comments made by Neon or any of its affiliates regarding future functionality or features.
2.1 If you receive access to the Service or features, technologies, and services that are not yet generally available on a free or trial basis, including, but not limited to, any products, services, or features labeled as an alpha, beta, technical preview or early access offering, or access and use Services available in regions that are not generally available, including, but not limited to, any regions identified by Neon as “alpha”, “beta”, “preview”, “pre-release”, or “experimental” (the “Technical Previews”), You must comply with all terms related to any Technical Previews as posted on the Neon Website.
2.2 Neon may add or modify terms, including lowering or raising any usage limits, related to access to or use of any Technical Previews at any time. Technical Previews may not be covered by customer support and/or service level agreements. Neon may change or discontinue Technical Previews at any time without notice. Technical Previews are not ready for general commercial release and may contain bugs, errors, defects, or harmful components. Neon’s Product(s) in Technical Previews may be inoperable, incomplete or include features that Neon may never release, and their features and performance information are Neon’s IP.
2.3 Notwithstanding anything else in these Terms, Neon provides Technical Previews “AS IS” with no warranty, indemnity, or support. Except to the extent prohibited by law, Neon disclaims all warranties, including any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, non-infringement, or quiet enjoyment, and any warranties arising out of any course of dealing or usage of trade. Neon’s aggregate liability for any Technical Previews will not exceed US$10.
3.1 You must provide accurate and complete registration information any time you register to use the Neon Product. You are responsible for the security of your passwords and for any use of your account. If you become aware of any unauthorized use of your password or of your account, you agree to notify Neon immediately. You may not share your access credentials with any other individuals; any such sharing shall constitute a material breach of these Terms.
3.2 If you use an email address provided by an organization you are affiliated with (e.g. an employer or school), you represent that you have authority to use that organization’s domain to sign up for the Neon’s Product(s) in your capacity as a member of that organization. The organization, as the owner of the domain associated with your email address, may assume control over and manage your use of the Neon Product(s). In such a case, your organization’s designated administrator (your “Admin”) may (i) control and administer your account, including modifying and terminating your access and (ii) access and process your data, including the contents of your communications and files. If your organization is administering your use of the Neon’s Product(s), direct your data subject requests and privacy inquiries to your administrator.
3.3 Neon will grant administrative privileges to one Admin for the purpose of setting up access credentials for other Authorized Users. Authorized Users may not share access credentials with any other individuals; any such sharing shall constitute a material breach of these Terms. The Admin must de-authorize access of any employee who is no longer an Authorized User within fifteen (15) days thereof. Neon may request the Admin to confirm whether email addresses for the Authorized Users are active and in good standing.
3.4 Your use of the Neon Product must comply with all applicable laws, regulations and ordinances, including any laws regarding the export of data or software. The Admin shall be responsible for their Authorized Users’ compliance with these Terms.
3.5 You agree not to (a) access (or attempt to access) the administrative interface of the Neon Product by any means other than through the interface that is provided by Neon in connection with the Neon Product, unless you have been specifically allowed to do so in a separate agreement with Neon, or (b) engage in any activity that interferes with or disrupts the Neon Product (or the servers and networks which are connected to the Service).
3.6 You may not input, upload, transmit, or otherwise provide to or through the Neon Product any information or materials that are unlawful or injurious, or that contain, transmit, or activate any Harmful Code.
3.7 You may use the Neon Product to manage your data and develop web applications on the Neon infrastructure and perform all the related activities, including running queries, computing scaling operations. You may not access the Neon Product for the purpose of bringing an intellectual property infringement claim against Neon or to create a product or service competitive with the Neon Product.
4.2 We do not knowingly process or collect any Sensitive Information. You shall be responsible for ensuring that any Sensitive Information is Transferred to the Neon Product in compliance with any applicable Data Protection Laws. You shall be solely liable for any and all liabilities arising from or relating to your Sensitive Information.
4.3 You will ensure that the User Data, and its use of such User Data, comply with these Terms and any applicable law. You are responsible for properly configuring and using the Neon Product and taking your own steps to maintain appropriate security, protection, and backup of User Data. You may not store or process any Sensitive information, including protected health information (as defined in HIPAA) using the Neon Products during the Technical Previews. You may not store any payment cardholder information using Neon Product during the Technical Previews.
PLEASE NOTE THAT NEON DOES NOT GUARANTEE THE INTEGRITY AND CONFIDENTIALITY OF ANY PERSONAL DATA TRANSFERRED THROUGH THE SERVICE AND DISCLAIMS ALL AND ANY LIABILITY IN RELATION TO YOUR END-USER PERSONAL DATA.
5.1 Subject to the Terms and limitations outlined in the Neon Documentation, Neon is provided to you free of charge without charge up to certain limits during the Technical Previews. The free tier limitations during the current Technical Preview are set forth here.
5.2. Neon may add new services and products for additional fees and charges, add or amend fees and charges for existing Neon Products and new products at any time at its sole discretion during Technical Previews. Any change to our pricing terms shall become effective in the billing cycle following notice of such change to you.
5.3. California Residents. The provider of services is set forth herein. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254.
6.1 You have and will retain sole responsibility for: (i) all User Data, including the Sensitive Information, its content and use; (ii) all information, instructions, and materials provided by or on behalf of you in connection with the Neon Product(s); (iii) your information technology infrastructure, including computers, software, databases, electronic systems (including database management systems), and networks, whether operated directly by you or through the use of third-party services (“Customer Systems”); (iv) the security and use of your access credentials; and (v) all access to and use of the Neon Product(s) directly or indirectly by or through the Customer Systems or your access credentials, with or without your knowledge or consent, including all results obtained from, and all conclusions, decisions, and actions based on, such access or use.
6.2 Your failure to maintain database instance within the support perimeter (as specified in the Documentation) may result in Product(s) failure for which Neon is not responsible. Any customization, copies, and use of any additional software with the Neon Product(s) may result in the instance falling outside the support perimeter and causing Neon’s Products failure for which Neon is not responsible.
6.3 You shall use Neon in compliance with all applicable laws, the Documentation and the Terms. You are prohibited from: (a) modifying and/or making derivative works of, disassembling, extracting, reverse compiling and/or reverse engineering the source code or any part of the Neon Product(s); (b) reselling, offering, selling, renting, leasing, distributing, assigning and/or otherwise commercially exploiting the Neon Product(s) for any purposes, in whole or in part, except where specifically permitted by Neon; (c) using and/or accessing the Neon Product(s)n order to build a similar and/or competitive website, platform, product and/or service or for other benchmarking or competitive purposes; (d) framing or otherwise incorporating Neon Product(s), as part of another website or service; (e) removing and/or destroying any copyright notices and/or other proprietary markings contained in the Neon Product(s); (f) taking any action that imposes or may impose (as determined by Neon’s sole and absolute discretion) an unreasonable and/or disproportionately large load on Neon’s and/or our third-party providers’ infrastructure; (j) exceeding any usage allowances and service capacity available for the Free Tier (l) promoting and/or providing information about illegal activities and/or physical harm and/or injury to any group, individual, institution and/or property; and (m) transferring through the Website and/or Neon Product(s) any Prohibited Content.
7.1 You acknowledges that, as between you and Neon, Neon owns all right, title, and interest, including all intellectual property rights, in and to the Neon IP and, with respect to Third-Party Products, the applicable third-party providers own all right, title, and interest, including all intellectual property rights, in and to the Third-Party Products.
7.2 Open-source software licenses for components of the Neon Product released under an open source license constitute separate written agreements. To the limited extent that the open-source software licenses expressly supersede these Terms, the open-source licenses govern your agreement with Neon for using the components of the Neon Product released under an open-source license.
7.3 Neon acknowledges that, as between Neon and you, you own all rights, titles, and interests, including all intellectual property rights, in and to the User Data. You hereby grant to Neon a non-exclusive, royalty-free, worldwide license to reproduce, distribute, and otherwise use and display the User Data and perform all acts with respect to the User Data as may be necessary for Neon to provide the Neon Product(s) to you. You may export User Data anytime through the features and functionalities made available via the Neon Product(s).
7.4 If you or any of your teammates, employees or contractors send or transmit any communications or materials to Neon by mail, email, public repositories, telephone, social media, or otherwise, suggesting or recommending changes to the Neon IP, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (“Feedback”), Neon is free to use such Feedback irrespective of any other obligation or limitation between the parties governing such Feedback so long as Neon does not identify you as the source of the Feedback without your prior approval.
8.1 Neon is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Neon Product(s) which Neon provides may change from time to time without prior notice to you, subject to these Terms. Changes to the form and nature of the Neon Product(s) will be effective with respect to all versions of the Neon Product(s); examples of changes to the form and nature of the Neon Product(s) include, without limitation changes to fee and payment policies, security patches, added functionality, and other enhancements.
8.2 You may terminate these Terms at any time by requesting to delete your account tight to the Neon Product by submitting this request to firstname.lastname@example.org. This request will be fulfilled within 72 hours of the email submission. You will not receive any refunds if you deactivate your account.
8.3 You agree that Neon, in its sole discretion and for any violation of the Terms or applicable laws, may suspend or deactivate your account or any part thereof. You agree that any termination of your access to the Neon Product may be without prior notice, and you agree that Neon will not be liable to you or any third party for such termination.
8.4 You are solely responsible for exporting User Data from the Neon Product before the termination of your account for any reason, provided that if we terminate your account, we will provide you a reasonable opportunity to retrieve your Data.
8.5 Upon any termination of the Neon Product or your account these Terms will also terminate, but Sections 2.3, 8, 9, 10, 11, and 15 shall continue to be effective after these Terms are terminated.
The Neon Product(s) are provided “as is” and Neon hereby disclaims all warranties, whether express, implied, statutory, or otherwise. Neon specifically disclaims all implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and all warranties arising from the course of dealing, usage, or trade practice. Neon makes no warranty of any kind that the Neon Product(s), or any products or results of the use thereof, will meet your or any other person’s requirements, operate without interruption, achieve any intended result, be compatible or work with any software, system or other services, or be secure, accurate, complete, free of harmful code, or error free.
10.1 SUBJECT TO SECTION 10.1 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT NEON, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER, CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS. UNLESS OTHERWISE IS STATED IN THESE TERMS, NEON’S MAXIMUM AGGREGATE LIABILITY TO THE OTHER PARTY FOR DAMAGES OF ANY KIND THAT THE OTHER PARTY SUFFERS IN CONNECTION WITH THESE TERMS DURING THE USE OF NEON PRODUCT(S) OTHER THAN WITHIN THE TECHNICAL PREVIEWS IS LIMITED TO THE AMOUNT OF THE FEES PAID BY THE OTHER OTHER PARTY TO NEON IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE LAST EVENT GIVING RISE TO THE LIABILITY.
10.2 THE LIMITATIONS ON NEON’S LIABILITY TO YOU IN PARAGRAPH 10.1 ABOVE SHALL APPLY WHETHER OR NOT NEON HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
You agree to hold harmless, defend and indemnify Neon, and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners (collectively “Neon and Partners”) from and against any third party claim arising from or in any way related to (a) your breach of the Terms, (b) your use of the Neon Product(s), (c) your violation of applicable laws, rules or regulations in connection with the Neon Product(s), or (d) your Content or your Project, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees, of every kind and nature. In such a case, Neon will provide you with written notice of such claim, suit or action.
12.1 Neon may from time to time make Third-Party Products available to you or Neon may allow for certain Third-Party Products to be integrated with the Neon Products to allow for the transmission of User Data from such Third-Party Products into the Neon Products. For purposes of this Agreement, such Third-Party Products are subject to their own terms and conditions. If you do not agree to abide by the applicable terms for any such Third-Party Products, then you should not install or use such Third-Party Products. By authorizing Neon to transmit User Data from Third-Party Products into Neon Product(s), you represent and warrant to Neon that you have all right, power, and authority to provide such authorization.
12.2 You acknowledge and agree that Neon is not liable for any loss or damage which may be incurred by you or as a result of the services, content or availability of those Third-Party Products, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such websites or resources.
13.1 Neon may make changes to the Terms from time to time during the Technical Previews. If we change the Terms in any substantive way, we will notify users before the changes take effect, during which period you may reject the changes by terminating your account.
13.2 You understand and agree that if you use the Neon Product(s) after the date on which the Terms have changed, Neon will treat your use as acceptance of the updated Terms.
Neon may identify you as a user of the Neon Product(s) and may use your name, logo, and other trademarks in Neon’s customer list, press releases, blog posts, advertisements, social media, and website (and all use thereof and goodwill arising therefrom shall inure to the sole and exclusive benefit of you or unless you withdraw your consent by sending email to email@example.com). Otherwise, neither party may use the name, logo, or other trademarks of the other party for any purpose without the other party’s prior written approval.
15.1 Except to the extent you and Neon have entered into a separate written agreement that is expressly intended to supersede these Terms either in whole or in part, the Terms constitute the whole legal agreement between you and Neon and govern your use of the Neon Product (excluding any services which Neon may provide to you under a separate written agreement), and completely replace any prior agreements between you and Neon in relation to the Neon Product(s).
15.2 There are no third party beneficiaries to these Terms. The parties are independent contractors, and nothing in these Terms creates an agency, partnership or joint venture.
15.3 You agree that Neon may provide you with notices, including those regarding changes to the Terms, by email or postings on the Neon Product(s). By providing Neon your email address, you consent to our using the email address to send you any notices required by law in lieu of communication by postal mail.
15.4 You agree that if Neon does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Neon has the benefit of under any applicable law), this will not be taken to be a formal waiver of Neon’s rights and that those rights or remedies will still be available to Neon.
15.5 Neon shall not be liable for failing or delaying the performance of its obligations resulting from any condition beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, earthquake, fire, flood or other acts of God, labor conditions, power failures, and Internet disturbances.
15.6 The Terms, and your relationship with Neon under the Terms, shall be governed by the laws of the State of Delaware without regard to its conflict of laws provisions. You and Neon agree to submit to the exclusive jurisdiction of the courts located within the State of Delaware to resolve any legal matter arising from the Terms.
15.7 You may not assign any of your rights or obligations under these Terms, whether by operation of law or otherwise, without the prior written consent of Neon (not to be unreasonably withheld).
15.8. You agree to comply with all relevant U.S. and foreign export and import Laws in using the Neon Products. You (a) represent and warrant that you are not listed on any U.S. government list of prohibited or restricted parties or located in (or a national of) a country that is subject to a U.S. government embargo or that has been designated by the U.S. government as a “terrorist supporting” country, (b) agree not to access or use the Service in violation of any U.S. export embargo, prohibition or restriction and (c) will not submit to the Service any information controlled under the U.S. International Traffic in Arms Regulations.
“Authorized User” means an individual, including any Customer’s employee, agent, contractor, or employee, business partners, contractors, affiliates, representatives or whosoever the Admin as defined in the Terms granted permission to access and/or the Neon Product(s) via Customer’s pre-approved email domain(s) (e.g., @customerdomain.com). “Data Protection Laws” means all laws and regulations, including laws and regulations of the United States of America, the European Union (the “EU”), the European Economic Area (the “EEA”) and their member states, Switzerland and the United Kingdom, applicable to the processing of the Personal Data under these Terms.
“Documentation” means Neon’s user documentation relating to the Neon Product(s) available at https://neon.tech.
“Harmful Code” means any software, hardware, or other technology, device, or means, including any virus, worm, malware, or other malicious computer code, the purpose or effect of which is to permit unauthorized access to, or to destroy, disrupt, disable, distort, or otherwise harm or impede in any manner any (i) computer, software, firmware, hardware, system, or network; or (ii) any application or function of any of the foregoing or the security, integrity, confidentiality, or use of any data processed thereby.
“Neon IP” means the Neon Product(s), the Documentation, and any and all intellectual property provided to users of the Neon Products in connection with the foregoing. For the avoidance of doubt, Neon IP includes aggregated data and any information, data, or other content derived from Neon’s proprietary Product(s) but does not include User Data.
“Neon Product(s)” means the products and services Neon makes available through Neon’s online platform, including this Website, the Neon proprietary cloud computing platform, the Neon API, the Neon add-ons, and any other proprietary technologies, software, or services offered by Neon in connection to any of those.
“Personal Data” means information about an identified or identifiable natural person that (a) can be used to identify, contact or locate a specific individual; (b) can be combined with other information that can be used to identify, contact or locate a specific individual; or (c) is defined as “personal data” or “personal information” by applicable Data Protection Laws relating to the collection, use, storage or disclosure of information about an identifiable individual.
“Prohibited Content” means any User Data (including source code, software, text, images or other information) that: (a) is unlawful and/or promotes unlawful activities; (b) defames, harasses, abuses, threatens or incites violence towards any individual or group; (c) is pornographic, discriminatory and/or otherwise victimizes and/or intimidates an individual and/or group on the basis of religion, gender, sexual orientation, race, ethnicity, age and/or disability; (d) is spam, is machine- or randomly-generated, constitutes unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation and/or any form of lottery and/or gambling; (e) contains any Sensitive Information; (f) contains and/or installs any viruses, worms, malware, Trojan horses and/or other content that is designed or intended to disrupt, damage and/or limit the functioning of any software, hardware, and/or telecommunications equipment and/or to damage and/or obtain unauthorized access to any data and/or other information of any third party; (g) infringes upon any intellectual rights of any party; (h) impersonates any person or entity, including any of our employees or representatives; and/or (i) violates the privacy of any third party.
“Sensitive Information” means any Personal Data, including personal data of your end-users and/or any other personal data subject to heightened security requirements as a result of your internal policies or practices or by any law or regulation applicable to the Customer (examples include but are not limited to the U.S. Health Insurance Portability and Accountability Act (HIPAA), the Gramm–Leach–Bliley Act (GLBA), Family Educational Rights and Privacy Act (FERPA).
“Third-Party Products” means any third-party products provided with, integrated with, or incorporated into the Neon Product.
“User Data” means information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of any user of the Neon’s Product through the Neon Products; provided that, for purposes of clarity, User Data does not include Aggregated Data.
“Website” means an interface of the Neon Product(s) compiled of all web documents (including images, CSS, and HTML files) made available via https://neon.tech or its sub-domains or domains under other top domains that are owned by Neon.