+ {{ learning_path.items.count }} {% t .items %}
+
+
+
+
{% t shared.learning_path.title %}
+
+
+
+
+
+
+ {{ learning_path.name }}
+
+
+
+ {{ learning_path.instructor_names }}
+
+
+
+ {{ learning_path.description }}
+
+
+
+
+ {% comment %}{% t shared.progress, count: learning_path.progress %}{% endcomment %}
+ {% if calculated_progress < 1 %}
+ Not Started
+ {% else %}
+ {{calculated_progress | ceil }}% Completed
+ {% endif %}
+
+
+
+
+
+
+
+
+
+
+
+
+
+
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_carousels.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_carousels.html.liquid
new file mode 100644
index 00000000..5faa054b
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_carousels.html.liquid
@@ -0,0 +1,25 @@
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_completion_dashboard.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_completion_dashboard.html.liquid
new file mode 100644
index 00000000..f163b2fa
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_completion_dashboard.html.liquid
@@ -0,0 +1,60 @@
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_course_activity_unlocked.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_course_activity_unlocked.html.liquid
new file mode 100644
index 00000000..981ea34a
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_course_activity_unlocked.html.liquid
@@ -0,0 +1,17 @@
+{% if course.enrolled? %}
+
+ {{ activity.title }}
+
+{% else %}
+
+ {{ activity.title }}
+
+{% endif %}
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_course_collection.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_course_collection.html.liquid
new file mode 100644
index 00000000..22483f75
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_course_collection.html.liquid
@@ -0,0 +1,11 @@
+
+
+
+ {% for course in courses.enrolled %}
+
+ {% include "cards_course" with course, class: "" %}
+
+ {% endfor %}
+
+
+
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_course_collection_unlogged.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_course_collection_unlogged.html.liquid
new file mode 100644
index 00000000..9224cf0a
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_course_collection_unlogged.html.liquid
@@ -0,0 +1,11 @@
+
+
+
+ {% for course in courses.in_catalog %}
+
+ {% include "cards_course" with course, class: "" %}
+
+ {% endfor %}
+
+
+
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_course_instructors.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_course_instructors.html.liquid
new file mode 100644
index 00000000..ca6f1f2f
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_course_instructors.html.liquid
@@ -0,0 +1,26 @@
+
+ {% t .header %}
+
+
+ {% for instructor in course.instructors %}
+
+
+
+
+ {{ instructor.name }}
+
+
+ {{ instructor.title }}
+
+
+
+ {% endfor %}
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_course_mobile_view.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_course_mobile_view.html.liquid
new file mode 100644
index 00000000..d1ce82f2
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_course_mobile_view.html.liquid
@@ -0,0 +1,87 @@
+
+ {% include "course_header" %}
+
+ {% include "course_progress_and_cta" %}
+
+
+
+{% if course.progress == 0 %}
+
+ {% include "course_description" %}
+
+
+ {% include "course_outline" %}
+
+{% else %}
+
+ {% include "course_outline" %}
+
+
+ {% include "course_description" %}
+
+{% endif %}
+
+{% if course.categories.any? %}
+
+ {% include "course_categories" %}
+
+{% endif %}
+
+{% if course.instructors.any? %}
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_course_progress_and_cta.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_course_progress_and_cta.html.liquid
new file mode 100644
index 00000000..3b57b667
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_course_progress_and_cta.html.liquid
@@ -0,0 +1,47 @@
+
+ {%comment%}
+ {% t .header %}
+
{%endcomment%}
+
+ {% t shared.progress, count: course.progress %}
+
+ {% for learning_path in learning_paths.available %}
+
+ {% include "cards_learning_path" with learning_path %}
+
+ {% endfor %}
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_learning_paths_index.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_learning_paths_index.html.liquid
new file mode 100644
index 00000000..3f21cca4
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_learning_paths_index.html.liquid
@@ -0,0 +1,27 @@
+
+ {% if items.any? %}
+ {% assign view_more_counter = 0 %}
+ {% for learning_path in items %}
+ {% if view_more_counter < 1%}
+ {% assign view_more_counter = view_more_counter | plus: 1%}
+
+ {% include "cards_learning_path" with learning_path %}
+
+ {% else %}
+
+ {% include "cards_learning_path" with learning_path %}
+
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_learning_paths_index_homepage.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_learning_paths_index_homepage.html.liquid
new file mode 100644
index 00000000..334bb4bc
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_learning_paths_index_homepage.html.liquid
@@ -0,0 +1,16 @@
+
+ {% if items.any? %}
+ {% for learning_path in items %}
+
+ {% include "cards_learning_path" with learning_path %}
+
+ {% endfor %}
+ {% else %}
+
+
+ {% t .empty %}
+
+
+
+ {% endif %}
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_overview_video.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_overview_video.html.liquid
new file mode 100644
index 00000000..266f6b4e
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_overview_video.html.liquid
@@ -0,0 +1,39 @@
+
+
+
+
+
+
Not sure where to start? Watch this quick training overview video.
+
+
+ Watch
+
+
+
+
+
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_progress_circle.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_progress_circle.html.liquid
new file mode 100644
index 00000000..f2c0f4cd
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_progress_circle.html.liquid
@@ -0,0 +1,37 @@
+
+
+ {{name}}
+
+
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_recent_course.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_recent_course.html.liquid
new file mode 100644
index 00000000..ec8a043e
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_recent_course.html.liquid
@@ -0,0 +1,52 @@
+{% if courses.enrolled.any? %}
+
+ {% for course in courses.enrolled %}
+ {% if course.id == current_person.properties.last_viewed_course %}
+
RECENTLY VIEWED
+ {% include "cards_course" with course, class: "" %}
+ {% endif %}
+ {% endfor %}
+
+{% endif %}
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_statistics.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_statistics.html.liquid
new file mode 100644
index 00000000..185412db
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_statistics.html.liquid
@@ -0,0 +1,34 @@
+
+
+
{{ countInProgress }}
+
{% if countInProgress == 1 %}Course{% else %}Courses{% endif %} in Progress
+
+
+
{{ countComplete }}
+
Completed Courses
+
+
+ {% if current_person.properties.learner_badges contains "missing property" %}
+
0
+ {% else %}
+
{{ current_person.properties.learner_badges }}
+ {% endif %}
+
Badges
+
+
+ {% if current_person.properties.learner_points contains "missing property" %}
+
0
+ {% else %}
+
{{ current_person.properties.learner_points }}
+ {% endif %}
+
Points
+
+
+ {% if current_person.properties.learner_hours contains "missing property" %}
+
0
+ {% else %}
+
{{ current_person.properties.learner_hours }} mins
+ {% endif %}
+
Course Time
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_sub_navigation.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_sub_navigation.html.liquid
new file mode 100644
index 00000000..76d5ff3d
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_sub_navigation.html.liquid
@@ -0,0 +1,32 @@
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/_welcome_hero.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/_welcome_hero.html.liquid
new file mode 100644
index 00000000..0f77a45d
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/_welcome_hero.html.liquid
@@ -0,0 +1,4 @@
+
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/account.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/account.html.liquid
new file mode 100644
index 00000000..a3a81864
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/account.html.liquid
@@ -0,0 +1,84 @@
+{% include "header" %}
+
+
+
+ {% include "sub_navigation" %}
+
+
+
+
+ {% include "account_mobile_view", form: form %}
+
+
+
+ {% include "account_desktop_view", form: form %}
+
+
+
+
+{% include "footer" %}
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/catalog.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/catalog.html.liquid
new file mode 100644
index 00000000..008c7ed2
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/catalog.html.liquid
@@ -0,0 +1,54 @@
+{% include "header" %}
+{% include "course_version_outdated_alert", courses: courses.in_catalog %}
+
+
+ {% include "sub_navigation" %}
+
+
+
+
+
{{ catalog.headline }}
+
{{ catalog.subheadline }}
+
Courses
+
Explore currated sets of courses for a tailored learning experience.
+ {% include 'dashboard_course_filter' %}
+
+
+ {% include "courses_catalog" %}
+
+
+{% include "footer" %}
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/course.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/course.html.liquid
new file mode 100644
index 00000000..1e5c7b2e
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/course.html.liquid
@@ -0,0 +1,47 @@
+{% include "header" %}
+
+
+ {% include "sub_navigation" %}
+
+
+
+ {% include "course_desktop_view" %}
+
+
+ {% include "course_mobile_view" %}
+
+
+
+{% include "footer" %}
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/courses.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/courses.html.liquid
new file mode 100644
index 00000000..9ea6995b
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/courses.html.liquid
@@ -0,0 +1,15 @@
+{% include "header" %}
+
+
+
+ {% include "sub_navigation" %}
+
+
+
+ {% t shared.course_vocabulary.plural, key: current_school.course_vocabulary %}
+
+
{% t .headline, key: current_school.course_vocabulary %}
+{% include "footer" %}
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/dashboard.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/dashboard.html.liquid
new file mode 100644
index 00000000..aa14740b
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/dashboard.html.liquid
@@ -0,0 +1,3 @@
+
diff --git a/NP_Custom_Templates/customer_templates/Skuid/eula.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/eula.html.liquid
new file mode 100644
index 00000000..1d9089ec
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/eula.html.liquid
@@ -0,0 +1,773 @@
+{% comment %} skip-auth {% endcomment %}
+
+
+ TERMS OF USE FOR SKUID SKOOL
+
+
+
+ This agreement governs the use of the Skuid service. By executing an order form and/or by using the Skuid
+ service, you agree that you are authorized to bind the applicable customer to this agreement and are agreeing to be
+ bound by the terms contained in this agreement. You should not use this service if you cannot comply with this
+ agreement. This agreement is between you and Skuid, Inc. and/or its affiliates or subsidiaries as applicable.
+
+ 1. Definitions
+
+
“Affiliate” means any entity which directly
+ or indirectly controls, is controlled by, or is under common control with the subject entity. For purposes of this
+ definition, “control” means direct or indirect ownership or control of more than fifty percent (50%) of
+ the voting interests of such entity.
+
“Agreement” means these terms and
+ conditions, including any Order Forms, whether written or submitted online, and materials available on the Skuid
+ website (www.skuid.com) specifically incorporated by
+ reference herein, including the Skuid
+ Privacy Statement, Skuid documentation (docs.skuid.com), Skuid Support terms (www.skuid.com/support) as such materials may be
+ updated by Skuid from time to time in its sole discretion.
+
“Content” means the audio and visual
+ information, documents, software, products, and services contained or made available to You in the course of using
+ the Skuid Services.
+
“Data” means electronic data and
+ information submitted by You and stored in the Data Platform, and available to be processed by the Skuid Services,
+ not including Metadata.
+
“Data Platform” means the cloud or
+ on-premises platform upon which Your Data resides, and certain application services with which the Skuid Services
+ interoperate. Examples of Data Platform include Customer-maintained data platforms as well as Salesforce.com, Amazon
+ Web Services (“AWS”), Microsoft Azure, Oracle (on-premises or cloud), and SAP Hana (on-premises or
+ cloud) data platforms.
+
“Data Processing Addendum” or “DPA” means the addendum drafted in
+ compliance with the EU General Data Protection Regulation 2016/679 (“GDPR”), available upon request
+ at legal@skuid.com, and incorporated herein by this
+ reference. By signing this Agreement, or by an Affiliate signing an Order Form, Customer is agreeing to the terms of
+ the DPA and each of its appendices. For the purposes of the Standard Contractual Clauses attached to the DPA, as
+ applicable, Customer and its authorized Affiliates are each the data exporter, and Skuid is the data importer.
+
“Direct Competition” by You is strictly
+ prohibited and means accessing the Skuid Services to (a) use Skuid Services for service bureau purposes or to build
+ Your own commercial service or commercial business; build a competitive product or service, (b) build a product
+ using similar ideas, features, functions or graphics of the Skuid Services, (c) copy any ideas, features, functions
+ or graphics of the Skuid Services; (d) modify or make derivative works based upon the Skuid Services or the Content;
+ (e) reverse engineer the Skuid Services or any component thereof; or (f) copy, frame, or mirror any part or Content
+ of the Skuid Services other than for Your own internal business purposes.
+
“Effective Date” means the earlier of: (1)
+ the date You sign an applicable Order Form; or (2) the date You click to accept the terms of this Agreement.
+
“Intellectual Property Rights” means
+ unpatented inventions, patent applications, patents, design rights, copyrights, trademarks, service marks, trade
+ names, domain name rights, mask work rights, know-how and other trade secret rights, licenses and all other
+ intellectual property rights, derivatives thereof, and forms of protection of a similar nature anywhere in the
+ world.
+
“Malicious Code” means computer viruses,
+ worms, time bombs, Trojan horse software and other harmful or malicious code, files, scripts, agents, or programs.
+
+
“Metadata” means configuration data that
+ describes how a Skuid application functions and how it is presented in the user experience for You.
+
“Order Form” means the form evidencing the
+ initial subscription for the Skuid Services and any subsequent Order Forms submitted online or in written form,
+ specifying, among other things, the number of subscriptions and other services contracted for, the applicable fees,
+ the billing period, and other charges as agreed to between the parties, each such Order Form to be incorporated into
+ and to become a part of this Agreement. In the event of any conflict between the terms of this Agreement and the
+ terms of any such Order Form, the terms of the Order Form shall prevail.
+
“Purchased Skuid Services” means Skuid
+ Services that You or Your affiliates purchase under an Order Form.
+
“Service Administrator” means those Users
+ designated by You who are authorized to purchase Skuid Services subscriptions and to create User accounts and
+ otherwise administer Your use of the Skuid Services.
+
“Skuid Credentials” means the username and
+ password that uniquely identifies a User and allows that User to access and use the Skuid Services. Skuid
+ Credentials are stored where the Skuid Services are installed.
+
“Skuid Data” means data and/or Metadata You
+ create with the Skuid Services to define and display Your user interfaces, such as new Skuid Pages, Skuid Page
+ Assignments or Skuid apps, and any customizations made to or with the Skuid Services. Skuid Data is stored where the
+ Skuid Services are installed.
+
“Skuid Professional Services” or “Pro
+ Services” means the professional services, if any, performed by Skuid for You to develop a custom application
+ or other solution as set forth in an applicable Statement of Work.
+
“Skuid Services” means the online,
+ Web-based applications provided by Skuid that are ordered by You as part of Purchased Skuid Services, or under an
+ Order Form, including any associated online or offline components, but excluding Third-Party Applications. Skuid
+ Services include software, Content, processes, algorithms, user interfaces, know-how, techniques, designs, and other
+ tangible or intangible technical material or information made available to You by Skuid in providing the Skuid
+ Services. Skuid Services are installed on either Salesforce.com as a
+ Salesforce managed application, on AWS as a Platform as a Service (PaaS) offering, or other third-party or
+ proprietary platform as published by Skuid.
+
“Term” means the contract term, beginning
+ on the Effective Date and ending on the Contract End Date, specified on the applicable Order Form and any extension
+ or continuation thereof.
+
“Third-Party Applications” means online,
+ Web-based applications and offline software products that are provided by third parties, interoperate with the Skuid
+ Services, and are identified as third-party applications.
+
“User” or “Users” means an individual or individuals
+ who are authorized by You to use the Skuid Services, for whom subscriptions to the Skuid Services have been
+ purchased, and who have been supplied User identifications and passwords by You (or by Skuid at Your request). Users
+ may include, but are not limited to, Your employees, consultants, contractors, and agents; or third parties with
+ which You transact business.
+
“User Guide” means the online documentation
+ for the Skuid Services, accessible through docs.skuid.com, as updated from time to time.
+
+
“We” or “Us” means Skuid.
+
“You” or “Your” means the company or other legal
+ entity for which You are accepting this Agreement, and the Affiliates of that company or entity and/or the
+ individual entering this Agreement on behalf of such entity, as indicated by context.
+
+
+ 2. General Terms
+
+
You agree to the terms of this Agreement by signing this
+ Agreement or an Order Form that references this Agreement. You acknowledge that an active subscription to a Data
+ Platform service is required for use of the Skuid Services. The person signing this Agreement represents that s/he
+ is entering into this Agreement on behalf of a company or legal entity, and that s/he has the authority to bind such
+ entity to this Agreement. If You do not have such authority, or if You do not agree with these Terms and Conditions,
+ You must not accept this Agreement and may not use the Skuid Services.
+
+
+ 3. Free Plan
+
+
If You register on the Service or an Affiliate’s
+ website for a free plan of the Service, Skuid will make the applicable Service(s) available to Customer on a limited
+ basis free of charge until the end of the free usage period for which You registered to use the applicable
+ Service(s) or termination by Skuid in its sole discretion. Notwithstanding the foregoing, and for the avoidance of
+ doubt, Skuid may modify or alter the terms of such free usage, including the duration of the term, number of
+ permitted users or approved functionality, for which Skuid will provide notice. Additional trial terms and
+ conditions may appear on Order Form, and such additional terms and conditions are incorporated into this Agreement
+ by reference and are legally binding. Any free plan of the Service shall be provided AS-IS, with no representations
+ or warranties of any kind. All such free usage is subject to the restrictions set forth in this Agreement,
+ including, but not limited to, the restriction against using an API or in any other tool or method designed to mask
+ multiple users or permit non-authenticated users in contravention of the user restrictions.
+
+
+ 4. Purchased Skuid Services
+
+
Provision of Purchased Skuid Services. We shall make
+ the Purchased Skuid Services available to You pursuant to this Agreement and the relevant Order Form(s) during the
+ Term. You agree that Your purchases hereunder are neither contingent on the delivery of any future functionality or
+ features nor dependent on any oral or written public comments made by Us regarding future functionality or features.
+
+
Updates to Skuid Services. Skuid may update the Skuid
+ Services in its sole discretion, with each update to be provided to You as is made available by Skuid to any of its
+ customers. Updates that are required to bring You into compliance with any applicable laws will be provided at least
+ thirty (30) days before compliance is required by such laws, or as soon as is practicable. Updates to the Skuid
+ Services will be deemed part of the Skuid Services.
+
User Subscriptions. Unless otherwise specified in the
+ applicable Order Form:
+
Skuid Services are purchased as user subscriptions and may
+ be accessed by no more than the specified number of Users of the subscription type(s) defined in the applicable
+ Order Form(s);
+
Additional user subscriptions may be added during the
+ subscription term, the cost of which will be prorated for the remainder of the Term in effect at the time the
+ additional user subscriptions are added. Pricing for additional subscriptions will be the same as the preexisting
+ subscriptions, unless otherwise specified in the Order Form for the preexisting subscriptions;
+
The added user subscriptions shall terminate on the same
+ date as the preexisting subscriptions;
+
User subscriptions are for designated Users and
+ subscription user types and User subscriptions cannot be shared or used by more than one User;
+
User subscriptions of one type may not be assigned to user
+ subscriptions of another type as defined on the applicable Order Form(s); and,
+
Subscriptions of the same user subscription type may be
+ reassigned to new Users of the same user subscription type, replacing former Users who shall have no further use of
+ the Skuid Services during the Term.
+
+
+ 5. Use of the Skuid Services
+
+ Skuid’s Responsibilities
+
+
Skuid shall provide the Purchased Skuid Services only
+ according to applicable laws and government regulations.
+
For Purchased Skuid Services, unless otherwise indicated on
+ an Order Form, Skuid shall provide at no additional charge during the Term (i) online access to updates of the Skuid
+ Services; and (ii) basic online support services, including community support webpages at community.skuid.com, online help webpages and
+ user documentation for the Skuid Services at docs.skuid.com.
+
To the extent applicable, Skuid will provide the relevant
+ Support that Customer has purchased as defined and described at skuid.com/support, which may be updated from time
+ to time upon notice.
+
Skuid will maintain administrative and technical safeguards
+ for protection, security, confidentiality, and integrity of Skuid Data and Skuid Credentials only when deployed on a
+ cloud platform managed by Skuid. When Skuid is deployed on a platform managed by You or a third party, these
+ safeguards are provided and managed by You or such third party, as applicable. Such safeguards include measures for
+ preventing access, use, modification, or disclosure of Skuid Data and Skuid Credentials by anyone other than
+ Customer’s personnel and Skuid’s personnel, except (a) to provide the Skuid Services and prevent or
+ address service or technical problems, (b) as expressly permitted in writing by Customer, or (c) as compelled by
+ law. To the extent that Skuid processes any Personal Data (as defined in the DPA) on Customer’s behalf in the
+ provision of Skuid Services, the terms and conditions of the DPA shall apply.
+
+
+ Your Responsibilities
+
+
The Skuid Services are provided solely for Your benefit,
+ and for the benefit of any parent, subsidiary or affiliate of Yours specified on an applicable Order Form(s).
+
You acknowledge that the Skuid Services may experience
+ interruptions arising out of limitations, delays, and other problems commonly occurring in the use of the Internet,
+ use of Your Data Platform, use of other cloud platforms, and use of computer communications. You acknowledge that
+ Skuid is not responsible for damages, including, but not limited to, incidental or consequential damages arising
+ from such interruptions.
+
You shall be responsible for maintaining security of Your
+ Data on the Data Platform(s) that You access with the Skuid Services.
+
+
+ Prohibited Uses. You may not:
+
+
Make the Skuid Services available to any third party,
+ except as expressly permitted herein or in an Order Form;
+
Access the Skuid Services in Direct Competition with Skuid,
+ or permit access to the Skuid Services to a person or entity that You know or should reasonably know is in Direct
+ Competition with Skuid;
+
Sell, resell, rent, or lease the Skuid Services;
+
Access the Skuid Services for purposes of monitoring their
+ availability, performance or functionality, or for any other benchmarking, competitive or anti-competitive purposes;
+
+
Use the Skuid Services to store, transmit, or publish
+ infringing, libelous, or otherwise unlawful or tortious material, material in violation of third-party privacy
+ rights, personal information in violation of any applicable law, financial information of Your members or
+ constituents, or material containing Malicious Code;
+
Provide access to the Skuid Services to any user, parent,
+ affiliate or subsidiary organized or existing under the laws of a country or territory embargoed by the United
+ States.
+
+
+ Usage Limitations.
+
+
Skuid Services may be subject to other limitations as
+ described in the applicable agreement between You and Your Data Platform provider(s) and/or specified in Your Data
+ Platform provider(s) user guide, such as limits on disk storage space, or limits on the number of calls You are
+ permitted to make against the application programming interface. Some Data Platform providers give real-time
+ information to enable You to monitor Your compliance with such limitations.
+
+
+ 6. Third-Party Providers and Skuid Services
+
+
Data Platform. To access the Skuid Services, You
+ acknowledge that You have agreed to the terms provided by Your Data Platform provider as detailed in the
+ provider’s applicable license or subscription agreement (the “Data Platform Agreement”). You shall
+ be solely responsible for compliance with the terms and conditions of any such Data Platform Agreement.
+
Data Source. In order to use Skuid Services, You must
+ configure access to data source(s) (eg. Salesforce, AWS, Oracle, Microsoft Dynamics, or other) as desired. You
+ and/or Your data source provider(s) are responsible for ensuring proper data protection and security practices are
+ implemented and maintained. Skuid shall not be responsible for any damages resulting from a data breach caused by
+ Your data source provider or by Your failure to adhere to the terms and conditions of any applicable Data Platform
+ Agreement. When Skuid is deployed on cloud platform managed by Skuid, in order to connect to and authenticate Your
+ desired data source(s), and depending upon the authentication method used, You may be asked to provide credentials,
+ tokens, and/or keys to access the data sources, which, depending on Your elected admin configuration, will be stored
+ in Skuid’s managed platform in a strongly encrypted form.
+
Third Party Applications. If You install or enable
+ Third-Party Applications for use with the Skuid Services, Skuid shall not be responsible for any disclosure,
+ modification, or deletion of Data resulting from any such access by Third-Party Application providers. Most Data
+ Platform services allow You to restrict such access by restricting Users from installing or enabling such
+ Third-Party Applications for use with the Skuid Services.
+
+
+ 7. Skuid Professional Services
+
+
Engagement. When You request, Pro Services will be
+ implemented through one or more Statements of Work entered into from time to time by You and Skuid. If You request
+ additional services or modifications to the Pro Services that are outside the scope of the original SOW, Skuid will
+ advise You of any additional cost and/or modifications to the Delivery Schedule. Each SOW will be numbered
+ sequentially, will reference this Agreement, and will specify the Pro Services to be performed by Skuid.
+
Project Team. Each SOW shall detail the
+ responsibilities and obligations of both You and Skuid and, unless the parties agree otherwise, shall identify the
+ names and roles of each member of Your and Skuid’s project teams.
+
Limited License. If You provide any of Your materials
+ to Skuid, then You grant Skuid a non-transferable, non-exclusive, royalty-free license for the term of this
+ Agreement to use Your material solely for the purpose of Skuid meeting its obligations to provide the Pro Services
+ to You under this Agreement.
+
Skuid IP. You shall not receive any ownership interest
+ in: (i) any ideas, concepts, designs, techniques, inventions, methods, or utilities (collectively “Background
+ IP”) used by Skuid in rendering Pro Services; or (ii) any discoveries or improvements to the Background IP,
+ whether patentable or not, that are conceived of or reduced to practice by Skuid or by one or more Skuid employees
+ or agents in the performance of services for You under this Agreement (“Inventions”). The Background IP
+ and the Inventions shall be the exclusive property of Skuid to use, copy, adapt, expand, develop, publish, change,
+ or sublicense.
+
Expenses. Customer shall reimburse Skuid for all
+ reasonable travel expenses as approved in advance by Customer, or as noted in the applicable SOW.
+
+
+ 8. Fees and Payment for Purchased Services
+
+
User Fees. You shall pay annually in advance all fees
+ specified in all Order Forms hereunder. The initial charges will be equal to the current number of total user
+ subscriptions requested times the user subscription fee currently in effect. Except as otherwise specified herein or
+ in an Order Form, (i) fees are quoted and payable in United States dollars (ii) fees are based on the Skuid Services
+ purchased and not actual usage, (iii) payment obligations are non-cancelable and fees paid are non-refundable, and
+ (iv) the number of user subscriptions purchased cannot be decreased during the relevant term. User subscription fees
+ are based on periods that begin on the subscription start date and every year anniversary or as otherwise mutually
+ agreed upon and described on an Order Form.
+
Fees for Pro Services. Skuid shall be compensated for
+ Pro Services performed under an SOW in accordance with the fee schedule set forth in the applicable SOW. Your
+ payment, sign-off on project work or use of such Pro Services deliverables shall reflect Your approval that Pro
+ Services were satisfactorily performed. Skuid shall be paid within thirty (30) days from date of invoice evidencing
+ work completed by Skuid.
+
Invoicing and Payment. You will provide Skuid with
+ valid and updated credit card information; or a valid purchase order or alternative documents reasonably acceptable
+ to Skuid. If You provide credit card information to Skuid, You authorize Skuid to charge such credit for all Skuid
+ Services listed in the Order Form. Such charges shall be made annually in advance annually or as otherwise stated in
+ the applicable Order Form. If the Order Form specifies that payment will be by a method other than a credit card,
+ Skuid will invoice You in advance and otherwise according to the relevant Order Form. Unless otherwise stated in the
+ Order Form, invoiced charges are due on receipt.
+
Billing Information. You agree to provide Us with
+ complete and accurate billing and contact information. This information includes Your legal company name, street
+ address, e-mail address, and name and telephone number of an authorized billing contact and Service Administrator.
+ You agree to update this information within thirty (30) days of any change to it. If the contact information You
+ have provided is fraudulent, Skuid reserves the right to terminate Your access to the Skuid Services without notice,
+ in addition to any other legal remedies.
+
Suspension of Skuid Services and Acceleration. If any
+ amount that You or Your authorized reseller owes under this or any other agreement for Skuid Services is thirty (30)
+ or more days overdue or ten (10) or more days overdue in the case of amounts authorized to be charged to Your credit
+ card, Skuid may, without limiting other rights and remedies, accelerate Your unpaid fee obligations so that all such
+ obligations become immediately due and payable, and suspend Skuid Services until such amounts are paid in full.
+
Payment Disputes. To receive an adjustment or credit
+ for any billing errors, You must contact Skuid in writing within thirty (30) days of the invoice date of the invoice
+ containing the amount in question. Skuid shall not exercise its rights under Section 8.5 (Suspension of Skuid
+ Services) if the applicable charges are under reasonable and good-faith dispute and You are cooperating diligently
+ to resolve the dispute.
+
Taxes. Unless otherwise stated, Skuid’s fees do
+ not include any taxes, levies, duties, or similar governmental assessments of any nature, including, but not limited
+ to, value-added, sales, use, or withholding taxes, assessable by any local, state, provincial, federal, or foreign
+ jurisdiction (collectively, “taxes”). You are responsible for paying all taxes that may be associated
+ with Your purchases hereunder. If Skuid pays or collects taxes for which You are responsible, any amount paid, plus
+ all costs and expenses incurred by Skuid, relative to such taxes shall be invoiced to and paid by You. If anything
+ supplied under or in connection with Pro Services constitutes a taxable supply for the purposes of the applicable
+ goods and services tax law (“GST”), then Skuid may recover from You an amount on account of GST. The
+ amount on account of GST is: (a) equal to the value of the supply calculated in accordance with the GST Law
+ multiplied by the prevailing GST rate; and is payable: (b) at the same time and in the same manner as the recipient
+ is required to pay or provide monetary consideration for the supply to which the additional amount relates but not
+ before the supplying party issues the tax invoice; or (c) where the recipient is not required to pay or provide
+ monetary consideration for the supply, upon issue of a tax invoice by the supplying party. The supplier of a taxable
+ supply made in connection with this Agreement must issue a tax invoice for the supply in accordance with GST Law to
+ the recipient of the supply.
+
Reconnection Fee. We reserve the right to impose a
+ reconnection fee in the event (i) Your access to the Skuid Services is suspended because of nonpayment; or (ii) Your
+ access to Your Data Platform(s) has been suspended, and thereafter You request access using the Skuid Services.
+
+
+ 9. Proprietary Rights
+
+
Reservation of Rights. Subject to the limited rights
+ expressly granted hereunder, Skuid reserve all rights, title, and interest in and to the Skuid Services and the
+ Intellectual Property Rights, including all related Intellectual Property Rights. No rights are granted to You
+ hereunder other than as expressly set forth herein. Skuid alone (and its licensors, where applicable) shall own all
+ right, title, and interest, including all related Intellectual Property Rights, in and to Skuid’s technology,
+ content and the Skuid Services, and any ideas, suggestions, enhancement requests, feedback, recommendations, or
+ other information (collectively, the “Ideas”) provided by You or any other party relating to the Skuid
+ Services. Skuid may, in its sole discretion, incorporate any Ideas into the Skuid Services. This Agreement is not a
+ sale and does not convey to You any rights of ownership in or related to the Skuid Services, technology, or the
+ Intellectual Property Rights owned by Skuid.
+
Ownership of Your Data. You will retain all rights,
+ title, and interest in and to any Data, information, or materials provided by You, including Skuid Data.
+
Federal Government End Use Provisions. Skuid provides
+ the Skuid Services, including related software and technology, for ultimate federal government end use solely
+ according to the following: Government technical data and software rights related to the Skuid Services include only
+ those rights customarily provided to the public as defined in this Agreement. This customary commercial license is
+ provided according to FAR 12.211 (Technical Data) and FAR 12.212 (Software) and, for Department of Defense
+ transactions, DFAR 252.227-7015 (Technical Data — Commercial Items) and DFAR 227.7202-3 (Rights in Commercial
+ Computer Software or Computer Software Documentation). If a government agency has a need for rights not conveyed
+ under these terms, it must negotiate with Skuid to determine if there are acceptable terms for transferring such
+ rights, and a mutually acceptable written addendum specifically conveying such rights must be included in any
+ applicable contract or agreement.
+
Infringement. You will promptly notify Skuid if You
+ learn of a violation of any of Skuid’s Intellectual Property Rights. Skuid may, but will not be obligated to,
+ prosecute such violation at Skuid’s expense and to retain the full amount of any sums recovered as damages.
+ You will provide Skuid with reasonable cooperation in any such action at Skuid’s expense. Provided, however,
+ if any violation relates to Your or any of Your User’s actions or failure to act, You shall be responsible for
+ all expenses, including attorney fees, associated therewith as determined by a court of competent jurisdiction or
+ other trier of fact, to the extent that such action is finally determined to have resulted from Your negligence or
+ willful misconduct.
+
+
+ 10. Confidentiality
+
+
Definition of Confidential Information. As used herein,
+ “Confidential Information” means all confidential information disclosed by a party (“Disclosing
+ Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated
+ as confidential or that reasonably should be understood to be confidential given the nature of the information and
+ the circumstances of disclosure. Without limiting the foregoing, Confidential Information of each party shall
+ include the terms and conditions of this Agreement and all Order Forms, as well as business and marketing plans,
+ technology and technical information, formulas, concepts, product plans and designs, and business processes
+ disclosed by such party. Your Confidential Information shall include Your Data; Skuid’s Confidential
+ Information shall include the Skuid Services and all pricing terms. However, Confidential Information shall not
+ include any information that (i) is or becomes generally known to the public without breach of any obligation owed
+ to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party
+ without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach
+ of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party without
+ the breach of any obligation owed to the Disclosing Party.
+
Protection of Confidential Information. Except as
+ otherwise permitted in writing by the Disclosing Party, Confidential Information shall be received and maintained by
+ the Receiving Party in the strictest confidence in accordance with applicable law, and shall not be disclosed to any
+ third party. The Receiving Party shall use the same degree of care that it uses to protect the confidentiality of
+ its own Confidential Information of like kind (but in no event less than reasonable care) and shall limit access to
+ Confidential Information of the Disclosing Party to those of its employees, contractors, and agents who need such
+ access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Receiving
+ Party containing protections no less stringent than those herein. Furthermore, neither party shall use such
+ Confidential Information for any purpose other than those purposes specified in this Agreement.
+
Compelled Disclosure. The Receiving Party may disclose
+ Confidential Information of the Disclosing Party if it is compelled by law to do so, provided the Receiving Party
+ gives the Disclosing Party prompt prior notice of such compelled disclosure to allow the Disclosing Party a
+ reasonable opportunity to contest the disclosure (to the extent legally permitted) and reasonable assistance, at the
+ Disclosing Party's cost, if the Disclosing Party wishes to contest the disclosure. If the Receiving Party is
+ compelled by law to disclose the Disclosing Party's Confidential Information as part of a civil or criminal
+ proceeding to which the Disclosing Party is a party, and the Disclosing Party is not contesting the disclosure, the
+ Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access
+ to such Confidential Information.
+
Privacy and Disclosure. Skuid will not access Your
+ networks or access or use any personal data or Your-sensitive business information under this Agreement, except when
+ necessary in the course of providing Skuid Services or Pro Services, and Skuid will not review, use, process,
+ disclose, or otherwise handle such information. To the extent applicable for the activities contemplated under this
+ Agreement, Skuid will comply with all applicable privacy and security laws to which it is subject, and will not, by
+ act or omission, place You in violation of any applicable privacy or security law.
+
Communications from Skuid. Users may be asked whether
+ or not they wish to receive marketing and other noncritical Skuid Services-related communications from Skuid from
+ time to time. Users may opt out of receiving such communications at that time or at any subsequent time by changing
+ their preference under Personal Setup. Note that because the Skuid Services is a hosted, online application, Skuid
+ occasionally may need to notify all Users (whether or not they have opted out as described above) of important
+ announcements regarding the operation of the Skuid Services.
+
Customer Reference; Trademark License. Each party may
+ display on its website and in sales presentation collateral the company logo of the other party, and may identify
+ Customer as a customer of Skuid in the ordinary course of business. Any other use of a party’s logo shall be
+ upon prior written approval only; however, Skuid and Customer agree to discuss Customer’s participation in the
+ Skuid Customer Reference Program which may include: (i) Skuid Customer Advisory board, (ii) Skuid Beta Release
+ program, (iii) reference calls with other companies that are evaluating Skuid, and iv) print or video testimonials.
+ Customer’s approval to participate in the Skuid Customer Reference Program activities will not be unreasonably
+ withheld.
+
+
+ 11. Warranties and Disclosures
+
+
Limited Warranty. Skuid does not guarantee or warrant
+ that the Skuid Services will properly function with the software of any third party unless specifically so stated
+ herein. Skuid warrants that the Skuid Services will perform substantially in accordance with the User Guide, so long
+ as You follow the instructions provided. The foregoing warranty is void if the failure of the Skuid Services is due
+ to Your act or failure to act (including, but not limited to, using the latest version or updates made available to
+ You at no cost by Skuid), the acts of others, or events beyond Skuid’s reasonable control.
+
Limitation of Warranty. You understand and agree that
+ the Skuid Services are provided “as is” and, other than as expressly stated in Section 11.1, Skuid
+ disclaims all warranties of any kind, express or implied, including, without limitation, any warranty of
+ merchantability, fitness for a particular purpose or non-infringement. Skuid makes no warranty or representation
+ regarding the results that may be obtained from the use of the Skuid Services, regarding the accuracy or reliability
+ of any information obtained through the Skuid Services, or that the Skuid Service will meet Your requirements, or be
+ uninterrupted, timely, secure, or error free. Use of the Skuid Services is at Your sole discretion and risk. Except
+ with respect to breach of Section 10 (Confidentiality) and Section 12 (Indemnification by Skuid), You will be solely
+ responsible for any damage resulting from Your use of the Skuid Services. Except with respect to breach of Section
+ 10 (Confidentiality), Section 11.1 (Limited Warranty) and Section 12 (Indemnification by Skuid), the entire risk
+ arising out of use or performance of the Skuid Services remains with You.
+
Warranty on Pro Services. Skuid warrants and represents
+ that it and its employees and agents have all training, skills, tools, and equipment necessary to competently
+ perform the Pro Services described herein and that such Pro Services shall be performed in a timely, professional,
+ and high-quality manner. To the extent permitted by law, Skuid makes no other warranties on Pro Services, whether
+ written, oral, or implied including without limitation the implied warranties of merchantability and fitness for a
+ particular purpose.
+
Mutual Warranties. Each party represents and warrants
+ that (i) it has the legal power to enter into this Agreement, and (ii) it will not transmit to the other party any
+ Malicious Code.
+
+
+ 12. Indemnification by Skuid
+
+
Indemnification. Skuid will indemnify, defend, and hold
+ You harmless against any claim, demand, suit, or proceeding (“Claim”) made or brought against You
+ alleging that the use of the Skuid Services as permitted hereunder infringes or misappropriates the intellectual
+ property rights of a third party. Skuid’s obligations in this Section 12 are void if You fail to (a) give
+ prompt written notice of the Claim; (b) give Skuid sole control of the defense and settlement of the Claim (provided
+ that Skuid may not, without Your prior approval, settle any Claim unless the settlement unconditionally releases You
+ of all liability); and (c) provided to Skuid all reasonable assistance, at Skuid’s expense.
+
Injunction. If an injunction is issued against Your use
+ of the Skuid Services due to a covered infringement, or if in Skuid’s judgment any Skuid Services are likely
+ to become the subject of a successful claim of infringement, Skuid may at its option and expense: (i) procure for
+ You the right to use such services, or (ii) replace or modify such services so they become non-infringing, or if
+ options (i) and (ii) are not available despite Skuid’s commercially reasonable efforts, (iii) terminate the
+ subscriptions granted under this Agreement, disable Your access to the Skuid Services, and refund to You an amount
+ equal to the amortized Subscription Fee paid by You for the remainder of the term.
+
Limitation. This Section 12 states Skuid’s sole
+ liability to You, and Your exclusive remedy against Skuid for any type of Claim described in this Section. Skuid
+ shall have no obligation to You to the extent a Claim arises from (i) any modification of the Skuid Services not
+ performed by Skuid or (ii) any failure to use corrections or enhancements made available to You that would have
+ rendered the Skuid Services non-infringing, or (iii) any use of the Skuid Services in combination with any product
+ or information not supplied or recommended by Skuid except where combination is required to utilize the Skuid
+ Services.
+
+
+ 13. Indemnification by You
+
+
Indemnification. You will indemnify, defend, and hold
+ harmless Skuid against any Claim made or brought against Skuid relating to (i) the content or use of Your Data, or
+ (ii) Your use of the Skuid Services in violation of any term of this Agreement, provided that Skuid (a) promptly
+ gives You written notice of the Claim; (b) gives You sole control of the defense and settlement of the Claim
+ (provided that You may not, without Skuid’s prior approval, settle any Claim unless the settlement
+ unconditionally release Skuid of all liability); and (c) provide to You all reasonable assistance, at Your expense.
+
+
+
+ 14. Limitation of Liability
+
+
Limitation of Liability. Except with respect to a
+ breach of Skuid’s obligation of confidentiality or its indemnity obligations, in no event shall Skuid be
+ liable for: (i) any special, indirect, incidental, exemplary, punitive, consequential damages, loss of revenues or
+ loss or inaccuracy of Data or cost of procurement of substitute goods, services or technology, even if Skuid has
+ been notified of the possibility of such damages; or (ii) damages in excess of the amount of fees paid by You under
+ this Agreement during the 12 months prior to the event giving rise to the claim. The foregoing limitation of
+ liability shall apply to any claim arising under or relating to this Agreement, the Skuid Services, Pro Services or
+ any other services provided by Skuid under any theory of liability including contract, strict liability, indemnity,
+ tort (including negligence), or otherwise. Limitation of liability for transfer, protection, storage, security, or
+ confidentiality of Your Data is governed by Your applicable third-party Data Platform provider agreement.
+
Exclusion of Consequential and Related Damages. Except
+ with respect to breaches of Section 10 (Confidentiality), Section 12 (Indemnification by Skuid), or Section 13
+ (Indemnification by You) in no event shall either party have any liability to the other party for any lost profits
+ or revenues or for any indirect, special, incidental, consequential, cover or punitive damages however caused,
+ whether in contract, tort or under any other theory of liability, and whether or not the party has been advised of
+ the possibility of such damages. The foregoing disclaimer shall not apply to the extent prohibited by applicable
+ law.
+
+
+ 15. Terms and Termination
+
+
Term of Agreement. This Agreement commences on the
+ Effective Date and continues, unless earlier terminated, until the later of expiration or termination of all user
+ subscriptions granted under an Order Form.
+
Renewals. Skuid charges and collects in advance for use
+ of the Skuid Services. Unless otherwise set forth in an applicable Order Form, subscriptions will automatically
+ renew for additional periods equal to the shorter of the expiring subscription term or one year, unless either party
+ gives notice of nonrenewal at least thirty (30) days prior to the end of the Term, as it may have been previously
+ extended. The renewal charge will be equal to the then-current number of total user subscriptions times the
+ then-current, generally applicable subscription fee unless specified otherwise on an applicable Order Form.
+
Termination for Cause. A party may terminate this
+ Agreement for cause: (i) upon thirty (30) days written notice to the other party of a material breach, if the breach
+ remains uncured at the expiration of such period, or (ii) if the other party becomes the subject of a petition in
+ bankruptcy or any other proceeding relating to insolvency, receivership, liquidation, or assignment for the benefit
+ of creditors.
+
Refund or Payment upon Termination. Upon any
+ termination for cause by You, Skuid will refund any prepaid fees covering the remainder of the Term of all
+ subscriptions after the effective date of termination. Upon any termination for cause by Skuid, You will not be
+ entitled to a refund of any prepaid fees. You will pay any unpaid subscription fees otherwise due as of the
+ termination date, and You will pay any other outstanding balances owed to Skuid.
+
Return of Your Metadata. Skuid will provide Your
+ Metadata to You upon request.
+
Surviving Provisions. All obligations relating to
+ non-use and non-disclosure of Confidential Information, indemnity, limitation of liability, and such other terms
+ which by their nature survive termination, will survive termination of this Agreement.
+
+
+ 16. Miscellaneous Provisions
+
+
Export Compliance. Each party shall comply with the
+ export laws and regulations of the United States and other applicable jurisdictions in providing and using the Skuid
+ Services. Without limiting the foregoing, (i) each party represents that it is not named on any U.S. government list
+ of persons or entities prohibited from receiving exports, (ii) You shall not permit Users to access or use the Skuid
+ Services in violation of any U.S. export embargo, prohibition, or restriction, and (iv) You will not export,
+ re-export, divert, transfer, or disclose any portion of the Skuid Services or any related technical information or
+ materials, directly or indirectly, in violation of any applicable export law or regulation.
+
Relationship of the Parties. The parties are
+ independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary,
+ or employment relationship between the parties. There are no third-party beneficiaries to this Agreement.
+
Non-solicitation. Neither party shall during the term
+ of this Agreement and for a period of 1 year immediately following the termination of this Agreement, or any
+ extension of it, for any reason, either directly or indirectly, knowingly recruit or solicit for employment any of
+ the other party’s employees.
+
Waiver and Cumulative Remedies. No waiver of any
+ provision of this Agreement will be effective unless in writing and signed by the party against whom such waiver is
+ sought to be enforced. A waiver of any provision of this Agreement by either party will not be construed as a waiver
+ of any other provision of this Agreement, nor will such waiver operate as or be construed as a waiver of such
+ provision respecting any future event or circumstance. Other than as expressly stated herein, the remedies provided
+ herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.
+
Severability. If any provision of this Agreement is
+ held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and
+ interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by
+ law, and the remaining provisions of this Agreement shall remain in effect.
+
Notices. If notice or demand is required or permitted
+ to be given or served by either party to this Agreement to or on the other, the notice or demand must be given or
+ served in writing and served personally or forwarded by certified or registered mail, return receipt requested, or
+ by guaranteed overnight courier service, addressed to Skuid at 605 Chestnut Street, Suite 700, Chattanooga, TN 37450
+ or dept.legal@skuid.com, or to You at the email address You have provided. The date of service of a notice served by
+ mail or overnight courier service will be the date of receipt or refusal of receipt. Either party may change its
+ address by written notice to the other.
+
Governing Law and Jurisdiction. This Agreement and the
+ respective rights and obligations of the parties hereto shall be governed by and construed in accordance with the
+ laws of the State of Tennessee and controlling United States law, without giving effect to choice of law principles.
+ The parties hereto consent to the jurisdiction of the courts in Chattanooga, Tennessee.
+
Waiver of Jury Trial. Each party hereby waives any
+ right to jury trial in connection with any action or litigation in any way arising out of or related to this
+ Agreement.
+
Attorney Fees. Should either party bring an action to
+ enforce the terms of this Agreement, the prevailing party shall be entitled to recover its reasonable
+ attorneys’ fees and costs from the other party.
+
Language and Headings. This Agreement has been prepared
+ in the English language and such version shall be controlling in all respects and any non-English version of this
+ Agreement is solely for accommodation purposes. The captions and headings appearing in this Agreement are for
+ reference only and will not be considered in construing this Agreement.
+
Assignment. Neither party may assign any of its rights
+ or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other
+ party (not to be unreasonably withheld). Notwithstanding the foregoing, Skuid may assign this Agreement in its
+ entirety, without Your consent, to its Affiliate or in connection with a merger, acquisition, corporate
+ reorganization, or sale of all or substantially all of its assets not involving a direct competitor of the other
+ party. A party’s sole remedy for any purported assignment by the other party in breach of this paragraph shall
+ be, at the non-assigning party’s election, termination of this Agreement upon written notice to the assigning
+ party. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective
+ successors and permitted assigns.
+
Entire Agreement. This Agreement, including any Order
+ Forms, constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements,
+ proposals, or representations, written or oral, concerning its subject matter. No modification, amendment, or waiver
+ of any provision of this Agreement or any Order Form, shall be effective unless in writing and either signed or
+ accepted electronically by the party against whom the modification, amendment or waiver is to be asserted. To the
+ extent of any conflict or inconsistency between the provisions in the body of this Agreement and any Order Form,
+ such Order Form shall prevail. Notwithstanding any language to the contrary therein, no terms or conditions stated
+ in forms (such as purchase orders or invoices) provided by either party with preprinted or “boilerplate”
+ language shall be incorporated into or form any part of this Agreement, and all such terms or conditions shall be
+ null and void.
+
Force Majeure. Except for Your payment obligations,
+ neither party shall be liable to the other for any loss or damage due to delay or failure to perform due to flood,
+ riot, insurrection, fire, earthquake, strike, communication line failure and power failure, explosion, act of God,
+ death or incapacitating illness or injury to key personnel, or any other force or cause beyond the reasonable
+ control of the party.
+
+
+
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/forgot_password.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/forgot_password.html.liquid
new file mode 100644
index 00000000..aaffda6d
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/forgot_password.html.liquid
@@ -0,0 +1,25 @@
+
+
+
+
+
+{% include "footer" %}
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/learning_path.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/learning_path.html.liquid
new file mode 100644
index 00000000..66891944
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/learning_path.html.liquid
@@ -0,0 +1,15 @@
+{% include "header" %}
+
+
+ {% include "sub_navigation" %}
+
+
+
+ {% include "learning_path_desktop_view" %}
+
+
+ {% include "learning_path_mobile_view" %}
+
+
+
+{% include "footer" %}
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/learning_paths.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/learning_paths.html.liquid
new file mode 100644
index 00000000..c4e95cc4
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/learning_paths.html.liquid
@@ -0,0 +1,49 @@
+{% include "header" %}
+
+
+ {% include "sub_navigation" %}
+
+
+
+
+ {% t shared.learning_paths %}
+
+
Learning Paths
+
+ {% t .subtitle %}
+
+
Explore curated sets of courses for a tailored learning experience.
+ {% include "learning_paths_index", items: learning_paths.available %}
+
+
+
+{% include "footer" %}
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/login.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/login.html.liquid
new file mode 100644
index 00000000..8fb1ee0a
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/login.html.liquid
@@ -0,0 +1,171 @@
+
+ {% include "header" %}
+
+
+
+
+
+
+
+
+
+
+
+ {% include "footer" %}
+
+
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/reset_password.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/reset_password.html.liquid
new file mode 100644
index 00000000..53ad1fad
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/reset_password.html.liquid
@@ -0,0 +1,43 @@
+
+
+ {% include "header_minimal" %}
+
+
+
+
+
diff --git a/NP_Custom_Templates/customer_templates/Skuid/search.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/search.html.liquid
new file mode 100644
index 00000000..4518c4ad
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/search.html.liquid
@@ -0,0 +1,45 @@
+{% include "header" %}
+
+
+ {% include "sub_navigation" %}
+
+
+
+ {% t .title %}
+
+
+
+ {% t .showing %}
+ {{ results.count }}
+ {% t .results_for %}
+ "{{ results.term }}"
+
+ {% if results.items.any? %}
+ {% render "search_result" for results.items as result %}
+ {% else %}
+ {% include "search_zero_state" %}
+ {% endif %}
+
+
+{% include "footer" %}
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/sign-up-follow-up.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/sign-up-follow-up.html.liquid
new file mode 100644
index 00000000..60e1cca0
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/sign-up-follow-up.html.liquid
@@ -0,0 +1,302 @@
+{% for group in current_person.groups %}
+ {% if group.id == "29ae12e6-f740-4190-a5c2-a7e12e87926f" or group.id == "aa36069f-e354-4dbe-9972-9ce70ad146d7" or group.id == "8cd6ec9c-101e-4b1a-82c7-77dac583a1f5" %}
+
+ {% endif %}
+{% endfor %}
+
+
+ {% include "header" %}
+
+
+
+
+
+
+
+
+
+
+ {% include "footer" %}
+
+
+
+
+
+
+
\ No newline at end of file
diff --git a/NP_Custom_Templates/customer_templates/Skuid/sign_up.html.liquid b/NP_Custom_Templates/customer_templates/Skuid/sign_up.html.liquid
new file mode 100644
index 00000000..31b949fe
--- /dev/null
+++ b/NP_Custom_Templates/customer_templates/Skuid/sign_up.html.liquid
@@ -0,0 +1,362 @@
+{% if current_person.signed_in? %}
+
+{% endif %}
+
+
+ {% include "header" %}
+ {% include "messages" %}
+
+
+
+
+
+
+ {% comment %}
+ By submitting this form you agree to the
+
+
+ Northpass
+
+ and
+
+
+ Skuid
+
+ Terms of Use
+ {% endcomment %}
+