Updated: January 29, 2025
These Terms of Service contain the terms that govern all use of the Service (as defined below) and all content, services and/or products available through the Portal (as defined below), collectively, the “Bot Traffic Management Services”. The Bot Traffic Management Services are offered to you subject to your acceptance, without modification, of all of the terms and conditions contained herein and all other operating rules, policies, the guidelines and any future modifications thereof, and procedures that may be published from time to time on the Portal or made available to you on or through the Bot Traffic Management Services (collectively, the “Terms”). When accepted by you (as defined below), these Terms form a legally binding contract between you and Provider (as defined below). If you are entering into these Terms on behalf of an entity, such as your employer or the company you work for, you represent that you have the legal authority to bind that entity. If you register for a free trial of the Bot Traffic Management Services, the applicable provisions of these Terms will govern that free trial.
BY REGISTERING FOR, ACCESSING, BROWSING, AND/OR OTHERWISE USING THE BOT TRAFFIC MANAGEMENT SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, DO NOT ACCESS, BROWSE OR OTHERWISE USE THE BOT TRAFFIC MANAGEMENT SERVICES.
Provider may, in its sole discretion, elect to suspend or terminate access to or use of the Bot Traffic Management Services to anyone who violates these Terms.
The original language of these Terms is English. Provider may make available translations for convenience. In case of conflicts between the original English version and any translation, the English version shall prevail.
1. DEFINITIONS
In these Terms the following capitalized terms shall have the following meanings:
| “End User” | any private individual or legal entity other than Provider that uses the Service as an end user, and not for the purposes of distribution or resale. |
| “End User Data” | all data, content, and information including personal information owned, held, used or created by End User or on End User’s behalf that is stored using, or inputted into, the Service. |
| “Provider” | Botguard OÜ, a private limited company established under the laws of the Republic of Estonia, located at Hobujaama tn 4, 10151 Tallinn, Estonia, and registered in the Estonian Commercial Register under code 14847036, any of its subsidiaries or parent undertakings. |
| “Portal” | the Provider’s website or any other website operated by Provider as a portal relating to Service. |
| “Service” | the Portal based website cloud bot traffic management and protection service including software technology. |
| “Subscription” | term-based or perpetual right to use the Service obtained after End User identification. |
| “Website” | the End User ’s website integrated with the Service in order to manage the bot traffic. |
2. AUTHORITY TO ENTER INTO THESE TERMS
The use of the Service is subject to acceptance of these Terms. To accept these Terms for itself or on behalf of a End User , a person must have the legal capacity to do so. In the case of an individual, the individual must be at least 18 years of age or have valid authorization from his/her legal representative or custodian. In the case of a legal entity, the entity must be duly incorporated and in good standing.
The Terms are accepted as soon as one of the following occurs first: the person has received the confirmation of the creation of the Account and necessary credentials from Provider in order to log in to his/her/its Account; or for those Bot Traffic Management Services and parts of the Portal the use of which is not dependent on creating an Account, upon the moment of gaining access to such services.
By accepting these Terms, you also accept and enter into the Personal Data Processing Agreement as available on the Portal.
You may not, without Provider’s prior written consent, access the Service (i) for production purposes, (ii) if you are a competitor of Provider (iii) to monitor the availability, performance or functionality of the Service or (iv) for other benchmarking or competitive purposes.
Once accepted, these Terms remain effective until terminated as provided for herein.
3. MODIFICATIONS TO TERMS
Provider reserves the right, at its sole discretion, to change, modify, add, or remove portions of the Terms at any time by posting such changes on or through the Portal or the Service. Please check these Terms periodically for changes. Your continued use of the Service after such changes have been posted as provided above constitutes your binding acceptance of such changes. Such amended Terms will automatically be effective upon the earlier of (i) your continued use of the Service, or (ii) 30 days from posting of such modified Terms on or through the Portal. Notwithstanding the foregoing, the resolution of any dispute that arises between you and the Provider will be governed by the Terms in effect at the time such dispute arises.
4. RESPONSIBILITIES
1. Provision of Services
Provider (a) will make the Service, Content and End User Data available to a End User pursuant to these Terms, (b) will provide applicable standard support for the Service to End User at no additional charge, and/or upgraded support (for an additional charge, if applicable), (c) may use the End User Data to improve the Service, (c) will use commercially reasonable efforts to make the Service available 24 hours a day, 7 days a week, except for: (i) planned downtime (of which Provider shall give advance electronic notice), and (ii) any unavailability caused by circumstances beyond Provider’s reasonable control, including, for example, an act of God, act of government, flood, fire, earthquake, civil unrest, act of terror, strike or other labor problem, Internet service provider failure or delay, or denial of service attack.
2. Protection of End User Data
Provider will maintain administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of End User Data. Those safeguards will include, but will not be limited to, measures for preventing access, use, modification or disclosure of End User Data by Provider personnel except (a) to provide the Service and prevent technical problems, (b) as compelled by law, or as a End User expressly permitted in writing.
3. Locations
The Service may be performed using equipment or facilities located in the EU, United States of America, United Kingdom, Canada, Australia and Israel. By agreeing to these Terms, the End User grants the Provider a general authorization in the meaning of Article 28 (2) of Regulation (EU) 2016/679 to engage processors for the purposes of providing the Services.
5. USING THE SERVICE
1. Use of Service
Subject to these Terms, and the payment of the applicable service fee, Provider grants End User and its authorized users a non-exclusive and non transferable right to use the Service as an end user, including the right to use the Service in order to collect, store and organize End User Data, modify and delete End User Data, customize the standard features of the Service, receive reasonable help and guidance from Provider regarding the use of the Service.
2. Establishing an Account
Certain features, functions, parts or elements of the Service can be used or accessed only by holders of an Account. The person who wishes to create an Account must: complete the sign-up form on the Portal or alternative process provided by Provider; and accept these Terms by clicking “Sign up” or other similar button.
Each End User may have only one Account. If several persons need to use an Account on behalf of End User , End User must designate such persons as Users. Each such User shall be subject to the restrictions set forth in these Terms. If End User has designated Users and granted them Authorization, such Users will be deemed to be authorized to act on behalf of End User when using the Account. Provider is not responsible for and shall have no liability for verifying the validity of Authorization of any User. However, Provider may, in its discretion, request additional information or proof of the person’s credentials. If Provider is not certain if a User has been granted Authorization, Provider may, in its sole discretion, prevent such User from accessing the Service. A User may be associated with multiple End User s and Accounts. Deleting a User from one Account will not remove the User from the Portal if he/she is connected to multiple Accounts. The End User and any User associated with an Account must provide Provider with true, accurate, current, and complete information about the End User , Users or Account and keep it up to date.
3. Logging Into an Account
Provider shall provide End User with a username and password (“Login Credentials”) to be used to log in to its Account unless the End User uses a single sign-on feature or another service to log in. If a End User has designated several Users, each User can be provided with separate Login Credentials. End User and each User are responsible for keeping confidential all login credentials associated with an Account. End User must promptly notify Provider of any disclosure, loss or unauthorized use of any Login Credentials, of a User’s departure from the End User ’s organization, of a change in a User’s role in the End User ’s organization, of any termination of a User’s right for any reason.
4. Termination of Account
End User may terminate these Terms at any time. Provider shall permanently delete the Account within six months of the effective date of the termination.
5. Fees and Refund Policy
The use of an Account is subject to a fee. The End User pays the fees as indicated on the Portal. All Fees are non-refundable, i.e. there are no refunds or credits for periods where the End User did not use an activated Account, used it only partially, or deactivated the Account or terminated these Terms during an ongoing payment interval. All Fees are exclusive of all taxes, levies or duties other than VAT, applicable under any applicable law. End User is solely responsible for the payment of such taxes, levies or duties.
6. Changing Plans
Any End User has the right to upgrade or downgrade a current Plan if applicable at any time by selecting a new Plan among the collection of Plans determined by Provider. In such an event, the End User will automatically be charged with a fee for the next payment interval with the rate stipulated in the new Plan. Downgrading of the current Plan may cause the loss of features or capacity of the Account, as well as the loss of End User Data.
7. Free Trial
A new End User may be entitled to a Free Trial, unless the End User has applied for the Account as a result of an ongoing marketing campaign organized by the Provider in co-operation with its partners. The End User is not required to provide any payment information during the period of Free Trial. If the period of Free Trial has expired, the Account will be automatically deactivated. In order to prevent deactivation or to reactivate the Account, the End User is required to select a suitable Plan and pay the first Fee. If the End User does not pay the first Fee within 2 weeks as of the expiry of the Free Trial, Provider has the right to permanently delete the Account, including all End User Data therein. In addition to the current collection of Plans, Provider may offer special discounts and motivation schemes.
8. Technical Support
Provider shall provide reasonable technical support to End User and its authorized User at the reasonable request of the End User . Provider shall respond to enquiries of support from a End User utilizing the contacts set forth below as soon as reasonably possible. Responding to enquiries of End User and Users who have accepted these Terms but do not have an Account may be less expedient, or may not occur at all. The contacts for all enquiries of support are: phone support as indicated on the Portal if any, built-in support ticketing application on the Portal if any, or e-mail indicated on the Portal.
9. Modifications to Service
Provider reserves the right to modify the Service or any part or element thereof from time to time without prior notice, including, without limitation: rebranding the Service at its sole discretion; ceasing providing or discontinuing the development any particular part of the Service or part or element of the Portal temporarily or permanently; taking such action as is necessary to preserve Provider’s rights upon any use of the Service that may be reasonably interpreted as violation of Provider ’s intellectual property rights, distribution of Internet viruses, worms, Trojan horses, malware, and other destructive activities or illegal activity. As applicable, End User may be notified of such modifications when logging in to the Account. Modifications, including change in applicable rates for the Service, will become effective thirty (30) days before the effective date of such modification. If the End User does not accept the modification, the End User shall notify Provider before the effective date of the modification, and these Terms will terminate on the effective date of the modification. The End User’s continued use of the Service, or any part or element thereof, after the effective date of a modification shall indicate its consent to the modifications. Provider shall not be liable to the End User or to any third person for any modification, suspension or discontinuance of the Services, or any part or element thereof.
6. END USER DATA
1. Uploading End User Data
If the End User uploads End User Data to the Portal or through the Service, such End User Data and any processing of such End User Data must be in compliance with these Terms and applicable law. All rights, title and interest in and to the End User Data belong to the End User or third persons whether posted and/or uploaded by you or made available on or through the Service by Provider. By uploading End User Data to the Portal or through the Service, End User authorizes Provider to process the End User Data. The End User is responsible for ensuring that: the End User and any of the Users associated with the Account do not create, transmit, display or make otherwise available any End User Data that violates the terms of these Terms, the rights of Provider, other End User or Users, persons or organizations or is harmful (for example viruses, worms, malware and other destructive codes), offensive, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, invasive of another’s privacy, hateful or otherwise unlawful; and the End User and all of the Users associated with the Account have the necessary rights to use the End User Data, including to insert it into the Service and process it by means of the Account.
2. No Guarantee of Accuracy
Provider does not guarantee any accuracy with respect to any information contained in any End User Data, and strongly recommends that you think carefully about what you transmit, submit or post to or through the Service. You understand that all information contained in End User Data is the sole responsibility of the person from whom such End User Data originated. This means that End User, and not Provider, is entirely responsible for all End User Data that is uploaded, posted, transmitted, or otherwise made available through the Service, as well as for any actions taken by the Provider’s or other End User s or Users as a result of such End User Data.
3. Unlawful End User Data
Provider is not obliged to pre-screen, monitor or filter any End User Data or acts of its processing by the End User in order to discover any unlawful nature therein. However, if such unlawful End User Data or the action of its unlawful processing is discovered or brought to the attention of Provider or if there is reason to believe that certain End User Data is unlawful, Provider has the right to notify the End User of such unlawful End User Data; deny its publication on the Portal or its insertion to the Service; demand that the End User bring the unlawful End User Data into compliance with these Terms and applicable law; temporarily or permanently remove the unlawful End User Data from the Portal or Account, restrict access to it or delete it. If Provider is presented convincing evidence that the End User Data is not unlawful, Provider may, at its sole discretion, restore such End User Data, which was removed from the Portal or Account or access to which was restricted. In addition, in the event Provider believes in its sole discretion End User Data violates applicable laws, rules or regulations or these Terms, Provider may (but has no obligation), to remove such End User Data at any time with or without notice. Provider as the data processor will assist the End User as the data controller in meeting the End User’s obligations under Regulation (EU) 2016/679, providing subject access, and allowing data subjects to exercise their rights under Regulation (EU) 2016/679
4. Compelled Disclosure
Provider may disclose a End User ’s confidential information to the extent compelled by law to do so. In such instance, Provider will use commercially reasonable efforts to provide the End User with prior notice of the compelled disclosure (to the extent legally permitted) and End User shall provide reasonable assistance, at its cost, if End User wishes to contest the disclosure. If Provider is compelled by law to disclose End User ’s confidential information as part of a civil proceeding to which Provider is a party, and End User is not contesting the disclosure, End User will reimburse Provider for its reasonable cost of compiling and providing secure access to that confidential information.
7. RESTRICTIONS
1. Prohibited Activities
End User and its authorized Users may use the Service and any part or element thereof only in the scope, with the means and for purposes as identified in these Terms and applicable law. By way of example, neither the End User nor any User may use the Service or any part or element thereof to commit a crime, breach any applicable law or entice or invite others to carry out such illegal actions; copy, duplicate, distribute, modify, adapt, hack, create derivative works, reverse engineer or decompile the Service or any part or element thereof, or attempt to extract the source code thereof, unless (i) it is expressly allowed under applicable law, and (ii) to the extent that the Provider is not permitted by that applicable law to exclude or limit the foregoing rights; use the Service or any part or element thereof unless it has agreed to these Terms.
2. Certain Uses Require Provider Consent
The End User or any User may not, without Provider’s prior express written consent sell, resell, lease, license, sublicense, distribute, provide, disclose, divulge, exploit or otherwise grant Access or make the Service available in whole or in part to any third persons, unless such third person is another authorized User of the same End User ; use the Service or any part or element thereof in a scope, with means or for purposes other than those for which their functionality was created; use the Service or any part or element thereof by means of programs that send them automatic enquiries or requests, unless such program has been made available by Provider.
8. PRIVACY
1. Collection and Processing of Data
Provider processes your data to the minimum extent necessary for the purposes set out in these Terms. Generally Provider processes your data i) for the performance of a contract entered into (or prior to entering into a contract) between you and Provider, ii) based on your consent or iii) to fulfil a legal obligation, but may process your data also for other reasons outlined in the applicable law to ensure lawfulness of data processing. Where the Provider processes your data based on your consent, you may withdraw the consent at any time for any reason, or no reason at all, but this will not affect the lawfulness of processing your data by the Provider before the withdrawal.
Provider may also process your data under Provider’s legitimate interests.
User-provided information. When you use the Service, as a registered user or as a visitor (i.e. an individual other than a User, who uses the public area, but has no access to the restricted areas of the Portal or the Service), you may voluntarily provide, and Provider may collect your personal data.
Examples of Personal Data include name, email address, mailing address, mobile phone number, and credit card or other billing information. Personal Data also includes other information, such as geographic area or preferences, when any such information is linked to information that identifies a specific individual. You may provide the Provider with personal data in various ways using the Service, e.g. when you register for an account, use the Service, post End User Data, or send us customer Service-related requests.
Information collected by End Users. A End User may store or upload into the Service user data. Provider has no direct relationship with the individuals whose personal data it hosts as part of user data.
Each End User is responsible for providing notice to third persons concerning the purpose for which User collects their personal data and how this personal data is processed in or through the Service as part of the End User Data.
Automatically collected information. When a user or visitor uses the Service, Provider may automatically record certain information from the user’s or visitor’s device by using various types of technology, including cookies, “clear gifs”; or “web beacons.” This “automatically collected”; information may include IP address or other device address or ID, web browser and/or device type, the web pages or sites visited just before or just after using the Service, the pages or other content the user or visitor views or interacts with on the Service, and the dates and times of the visit, access, or use of the Service. Provider also may use these technologies to collect information regarding a visitor or user’s interaction with email messages, such as whether the visitor or user opens, clicks on, or forwards a message. In such cases this information is gathered from all users and visitors. Integrated services. You may be given the option to access or register for the Service through the use of your user name and passwords for certain services provided by third parties, such as through the use of your Google account, or otherwise have the option to authorize an integrated service to provide personal data or other information to Provider. By authorizing Provider to connect with an integrated service, you authorize Provider to access and store your name, email address(es), date of birth, gender, current city, profile picture URL, and other information that the integrated service makes available to Provider, and to use and disclose it in accordance with these Terms. You should check your privacy settings on each integrated service to understand what information that integrated service makes available to Provider, and make changes as appropriate. Please review each integrated service’s terms of use and privacy policies carefully before using their services and connecting to the Service. Information from other sources. Provider may obtain information, including personal data, from third parties and sources other than the Service, e.g. from partners, advertisers, credit rating agencies. If the Provider combines or associates information from other sources with personal data that Provider collects through the Service, Provider will treat the combined information as personal data in accordance with these Terms.
The Service features are constantly evolving and new features are added regularly. So it is not possible to provide a complete list of data that Provider processes about you. The data that Provider processes depends on the Service you use and may differ between Users and End Users.
2. Use of the collected data
Operations. Provider uses the information other than End User Data to operate, maintain, enhance and provide all features of the Service, to provide the services and information that you request, to respond to comments and questions and to provide support to users of the Service. Provider processes End User Data solely in accordance with the directions provided by the applicable End User . Improvements. Provider uses the information to understand and analyze the usage trends and preferences of the Portal visitors and the Service users, to improve the Service, and to develop new products, services, features, and functionality. Should this purpose require Provider to process client data, then the data will only be used in anonymized or aggregated form.
Communications. Provider may use a visitor’s or user’s email address or other information to contact that visitor or user for administrative purposes such as customer service, to address intellectual property infringement, right of privacy violations or defamation issues related to the End User Data or personal data posted on the Service or with updates on promotions and events, relating to products and services offered by us and by third parties Provider works with. You have the ability to opt-out of receiving any promotional communications.
Cookies and other tracking technologies. Provider may use automatically collected information and other information collected on the Service through cookies and similar technologies to personalize the Service, such as remembering a user’s or visitor’s information so that the user or visitor will not have to re-enter it during a visit or on subsequent visits; provide customized advertisements, content, and information; monitor and analyze the effectiveness of Service and third-party marketing activities; monitor aggregate Portal usage metrics such as total number of visitors and pages viewed; and track your entries, submissions, and status in any promotions or other activities on the Service.
Analytics. Provider use may third party services, e.g. Google Analytics, to measure and evaluate access to and traffic on the public area of the Portal, and create user navigation reports for the Portal administrators. The providers of such services operate independently from Provider and have its own privacy policy, which Provider strongly suggests you review. Provider takes measures to protect the technical information collected by use of such services. The data collected will only be used on a need to know basis to resolve technical issues, administer the Portal and Service and identify visitor preferences; but in this case, the data will be in non-identifiable form. Provider does not use any of this information to identify visitors or users. Provider may process your data by automated means, but you will not be subjected to a decision based solely on automated processing.
Provider may use your data to offer or advertise to you Service offered by Provider, or contractors of
Provider, if you have granted such consent. You may opt out at any time.
Provider does not collect, share or process your sensitive personal data (e.g. religious or political views, health related data etc.) in any manner. Provider does not knowingly provide Service to, or process personal data of, children under the age of 16. If you believe that Provider has unintentionally processed sensitive personal data or data of a child under the age of 16, please contact us.
3. Distribution of data
Provider may share your data when: (1) permitted or required by law or to fulfil a contract with you; or (2) trying to protect against, prevent, investigate actual or potential fraud, security issues, technical issues, unauthorized transactions or other violations; or (3) trying to enforce the applicable terms of service or other contracts; or (4) protecting against violations to the rights, property or safety of Provider, its employees, End User s or the public as required or permitted by applicable laws; (5) related to a merger, acquisition, bankruptcy, dissolution, reorganization, sale of some or all of Provider’s assets or stock, financing, public offering of securities, acquisition of all or a portion of Provider’s business, a similar transaction or proceeding, or steps in contemplation of such activities (e.g. due diligence), subject to standard confidentiality arrangements; or (6) you have given your consent to do so; or (7) necessary to provide you the Service as stipulated below.
Provider may disclose your data to contractors of Provider to process it for Provider, for the purposes of managing transactions, providing content, assessing your creditworthiness, collecting fees and debts, identifying you, but also for improving your user experience, performing business support functions, providing customer support, marketing, communication, courier and postal services or other related tasks, based on Provider’s instructions and in compliance with these Terms and any other applicable confidentiality and security requirements.
Provider may disclose your data to auditors, legal and financial consultants under a confidentiality obligation. Some recipients of your data may be based outside of the European Union, therefore Provider cannot guarantee that they follow the same regulations with regard to personal data as required by European Union legislation or provide the same level of protection of personal data as required under European Union legislation, however, Provider shall apply relevant contractual protections to protect your data in such cases.
Provider may share non-personally identifiable data (e.g. general payment trends, statistics) publicly or with third parties.
4. Cookies
Provider stores cookies on your computer in order to collect certain aggregate data about Provider’s users and to customize certain aspects of your Service experience. Provider may use cookies to perform tasks such as: monitoring aggregate site usage metrics, storing and remembering your passwords (if you allow Provider to do so), storing account and advertising preferences that you have set, and personalizing the services that Provider makes available to you. Cookies enable Provider to customize and personalize your experience on the Portal, including the products and promotions that are offered to you. Provider may use cookies to identify you and access your information stored on our computers in order to deliver you a better and more personalized experience. Upon request, Provider may save your user name so that you do not have to re-enter it every time you visit the Portal. In providing you with this service, Provider uses cookies. Provider may use cookies to estimate Provider’s customer base and customer usage patterns. Each browser accessing the Portal may use a unique cookie that is then used to determine the extent of repeat visits and the customer activity during those visits. Provider may use the historical information to help target promotions based on your interests and behavior, both specifically to you individually and on an aggregate basis with respect to all Portal visitors. To find out which specific cookies the Portal uses at any given time, please perform a cookie check on the Portal.
Third Party Cookies. Business partners that offer co-branded services and jointly-sponsored sweepstakes, contests and promotions on the Portal, may use their own cookies. Provider has no control over those cookies, nor does these Terms cover how your personal information contained in those cookies may be used or protected. If you have any questions about the cookies of such third parties, or about the use of your personal information by such third parties, you should contact the site administrator or web-master of the third party site. You have a choice about cookies. In the event you do not wish to receive cookies, you may configure your web browser, device or app to not accept cookies, to delete existing cookies or to notify you if a cookie is sent to your device. You are free to decline cookies, but you may not be able to use all the features and the functionality of the Portal if you do.
5. Commitment to data security
Your data is maintained and kept secure by applying physical, electronic and procedural measures conforming to industry standards and applicable law. Provider has implemented privacy by design and privacy by default principles in the Service. Only authorized employees, agents and contractors (who have agreed to keep data secure and confidential) of Provider have access to your data on a need to know basis.
Provider will not retain your data for longer than necessary for the purpose of processing. The applicable retention period will depend on your contracts, Provider’s legitimate interests for data processing and applicable laws.
If you believe that Provider processes your data in violation of applicable law, you have the right to lodge a complaint with the Estonian Data Protection Inspectorate or a competent court.
9. INTELLECTUAL PROPERTY
1. Intellectual Property Rights
The Service, any related materials and guidelines, Provider’s trade names and trademarks, and any parts or elements thereof are solely and exclusively owned and operated by Provider and its third party partners. Provider’s materials are protected by copyright, trade dress, patent, trade secrets, and trademark laws, international conventions and treaties, and all other relevant intellectual property and proprietary rights laws. Provider, its affiliates and licensors retain all rights, title and interest in the Service and materials, trade names and trademarks, and any parts or elements. Your use of the Service and materials, and any parts or elements does not grant to you any ownership right or intellectual property rights therein. Any commercial or promotional distribution, publishing or exploitation of such materials is strictly prohibited unless you have received the express prior written permission from the Provider or the otherwise applicable rights holder. Provider reserves all rights to the Service, related materials and Provider’s trade names and trademarks not expressly granted in the Terms.
2. Content Owned by Provider
Subject to these Terms and the payment of the applicable service fee, Provider grants End User and its authorized users a non-exclusive, non transferable right to download a single copy of any part of the content solely for your personal use if you retain all copyright and proprietary notices that are contained in such part of the content. You expressly acknowledge that you do not acquire any ownership rights by downloading any copyrighted material from or through the Portal or the Service. You shall not copy, distribute or publish any content or any information obtained or derived therefrom except as permitted on or through the Service or as otherwise permitted by applicable law.
3. End User Data
Provider may use End User Data in an aggregated or anonymized format for research, educational and other similar purposes. Provider may not otherwise use or display End User Data without End User ’s written consent. Provider respects your right to exclusive ownership of your End User Data.
Unless specifically permitted by you, your use of the Service does not grant Provider the license to use, reproduce, adapt, modify, publish or distribute the End User Data created by you or stored in your Account for Provider’s commercial, marketing or any similar purpose. End User expressly grants Provider the right to use and analyze aggregate system activity data associated with use of the Service by End User and its Users for the purposes of optimizing, improving or enhancing the way the Provider operate the Service, and to create new features and functionality in connection with the Service in the sole discretion of Provider. End User is solely responsible for its own End User Data and the consequences of posting or publishing them on or through the Service. In connection with End User Data, End User affirms, represents, and warrants that End User either owns its End User Data or has the necessary licenses, rights, consents, and permissions to use and authorize the Provider to display or otherwise use the End User Data under all patent, trademark, copyright, trade secrets, or other proprietary rights in and to your End User Data in a manner consistent with the intended features of the Service and these Terms, and to grant the rights and license set forth in these Terms; End User do not and will not: (a) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (b) violate any applicable law or regulation anywhere in the world; or (c) require obtaining a license from or paying any fees and/or royalties by Provider to any third party for the performance of the Service End User has chosen to be performed by Provider or for the exercise of any rights granted in these Terms, unless End User and Provider otherwise agree.
4. Feedback
If a End User or a User provides Provider with any comments, bug reports, feedback, or modifications for the Service (“Feedback”), Provider shall have the right to use such Feedback at its discretion, including, but not limited to the incorporation of such suggested changes into the Service. End User or User (as applicable) hereby grants Provider a perpetual, irrevocable, nonexclusive, royalty free license under all rights necessary to incorporate, publish, reproduce, distribute, modify, adapt, prepare derivative works of, publicly display, publicly perform, exploit and use your Feedback for any purpose. Provider shall have the right to modify or remove any Feedback provided in the public areas of the Portal if the Provider deems, at its discretion, harmful, offensive, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, invasive of another’s privacy, hateful or otherwise unlawful.
10. THIRD-PARTY SITES, PRODUCTS AND SERVICES
The Service may include links to other websites or services (“Linked Sites”) solely as a convenience to End Users. Unless otherwise specifically and explicitly indicated, Provider does not endorse any such Linked Sites or the information, material, products, or services contained on or accessible through Linked Sites. Furthermore, Provider makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through Linked Sites.
ACCESS AND USE OF LINKED SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON LINKED SITES OR AVAILABLE THROUGH LINKED SITES, IS SOLELY AT YOUR OWN RISK.
Any content referred to as community provided is provided by third parties and not developed or maintained by Provider. By using any community marked code or libraries in your software development, you acknowledge and agree that Provider is not in any way responsible for the performance or damages caused by such community provided code or library.
11. DISCLAIMERS, NO WARRANTY UNLESS OTHERWISE EXPRESSLY STATED BY PROVIDER, THE SERVICE, RELATED MATERIALS, AND ANY CONTENT, SERVICES, OR FEATURES MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SERVICE ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, PROVIDER AND ITS AFFILIATES DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON INFRINGEMENT OF PROPRIETARY RIGHTS, CORRECTNESS, ACCURACY, AND RELIABILITY. UNLESS OTHERWISE EXPRESSLY STATED BY PROVIDER, PROVIDER AND ITS AFFILIATES DO NOT WARRANT THAT THE SERVICE AND ANY CONTENT, CLIENT DATA SERVICES, OR FEATURES MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE AND ANY CONTENT, CLIENT DATA, SERVICES, OR FEATURES MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SERVICE OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. UNLESS OTHERWISE EXPRESSLY STATED BY PROVIDER, PROVIDER AND ITS AFFILIATES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE PORTAL, THE SERVICE, ANY RELATED MATERIAL OR ANY LINKED SITES, IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
THE LAWS OF CERTAIN COUNTRIES AND STATES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
12. INDEMNIFICATION
You agree to defend, indemnify and hold harmless Provider and its affiliates, and their respective directors, officers, employees and agents, from any claims, losses, damages, liabilities, including attorney’s fees, arising out of your use or misuse of the Service, any related materials, representations made to the Provider, its affiliates and/or third parties, violation of these Terms, violation of the rights of any other person or entity, or any breach of the foregoing representations, warranties, and covenants.
Provider reserves the right, at its own expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Provider, and you agree to cooperate with such defense of these claims.
13. LIMITATION OF LIABILITY
1. No Liability
Provider shall not be liable to the End User or User for any consequences resulting from: any modifications in these Terms, calculation and rates of Fees, the Service, related material, or any part or element thereof (including but not limited to Account), including any error, permanent or temporary interruption, discontinuance, suspension or other type of unavailability of the Service or related material; deletion of, corruption of, or failure to store any End User Data; use of End User Data by the End User or any of the Users associated with the Account; upgrading or downgrading the current Plan; any disclosure, loss or unauthorized use of the login credentials of End User or any authorized User due to End User’s failure to keep them confidential; the End User’s use of the Account or the Service by means of browsers other than those accepted or supported by the Provider; the application of any remedies against the End User or authorized Users by the Provider, for example if the End User or User has committed a crime or conducted a breach of applicable law by using the Service or any part or element thereof; the differences between technologies and platforms used for access, for example if certain features, functions, parts or elements of the Service are designed for use on a personal computer or laptop and do not function on a mobile platform or a tablet; the Provider’s application of the remedies described in these Terms, even if the reasonable grounds or legal basis for the application of these remedies turned out to be unfounded or invalid afterwards. In addition, Provider and its affiliates shall not be liable to the End User for any claim by any User, person, Organization or third persons against the End User arising out of the End User ’s failure to provide Provider with accurate information about the End User , Users or Account; notify Provider of any reasons due to which a User does not have the right to use the Account on behalf of the End User; provide any Products which it has agreed to provide to such a person or Organization (whether such failure arises as a result of Provider’s negligence, breach if these Terms or otherwise); ensure the lawfulness of the End User Data; obtain the necessary rights to use the End User Data; or abide by any of the restrictions described in these Terms.
2. Limitation of Liability
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF PROVIDER AND ITS AFFILIATES ARISING OUT OF OR RELATED TO THESE TERMS EXCEED THE TOTAL AMOUNT PAID BY END USER HEREUNDER FOR THE SERVICE GIVING RISE TO THE LIABILITY IN THE SIX MONTHS PRECEDING THE FIRST INCIDENT OUT OF WHICH THE LIABILITY AROSE. THE FOREGOING LIMITATION WILL APPLY WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY, BUT WILL NOT LIMIT END USER’S PAYMENT OBLIGATIONS.
3. Exclusion of Consequential and Related Damages
IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES HAVE ANY LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS FOR ANY LOST PROFITS, REVENUES, GOODWILL, OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER, BUSINESS INTERRUPTION OR PUNITIVE DAMAGES, WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF A PARTY OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF A PARTY’S OR ITS AFFILIATES’ REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. THE FOREGOING DISCLAIMER WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW.
14. TERMINATION OF THESE TERMS
1. For Convenience
These Terms may be terminated for convenience upon written notice to the other party as indicated in the “Notice” Section below: by the End User any time by clicking the no-questions-asked cancellation link on the Portal, when logged in to the Account if applicable, or by means agreed upon between the End User and the Provider; by Provider upon decision to end provision of the Service and/or close the Portal; or immediately by either party, if proceedings are initiated for the other party’s liquidation or insolvency or a negotiated settlement with the other party’s creditors is concluded or an assignment is made on behalf of the other party for the benefit of creditors.
2. For Default
These Terms may be terminated for default upon written notice to the other party as indicated in the “Notice” Section below by either party in case of breach of these Terms by the other party, if the breach has not been cured within 30 days of receipt of a notice from the non-breaching party; or immediately by either party if the other party breaches its obligations, as applicable under Intellectual Property section and Indemnification section of these Terms.
3. Effect of Termination
Upon termination of these Terms, Provider shall deactivate and permanently delete the Account, within six months of the effective date of termination of these Terms. If the End User has specifically requested for an earlier deletion of the Account, Provider shall fulfill such request within 1 month of its receipt of such request. End User must stop using and prevent the further usage of the Service; pay any amounts owed to Provider under these Terms; and discharge any liability incurred by the End User before under these Terms prior to their termination.
15. GENERAL PROVISIONS
1. Relationship of the Parties
The parties will act solely as independent contractors. These Terms shall not be construed as creating an agency, partnership, joint venture, fiduciary duty, or any other form of legal association between the End User and the Provider, and the End User shall not represent to the contrary, whether expressly, by implication, appearance or otherwise. These Terms are not for the benefit of any third parties.
2. Severability
If any term, condition or provision of these Terms is held to be invalid, unenforceable or illegal in whole or in part for any reason, that provision shall be enforced to the maximum extent permissible so as to affect the intent of the parties. The validity and enforceability of the remaining terms, conditions or provisions, or portions of them, shall not be affected.
3. Entire Agreement
These Terms are the entire agreement between End User and Provider regarding End User ’s use of the Service and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. Except as otherwise provided herein, no modification, amendment, or waiver of any provision of these Terms will be effective unless in writing and signed by the party against whom the modification, amendment or waiver is to be asserted.
4. Assignment
End User may not, directly or indirectly, in whole or in part, by operation of law or otherwise, assign or transfer these Terms or delegate any of its rights and/or obligations under these Terms without the Provider’s prior written consent. Any attempted assignment, transfer or delegation without such prior written consent will be void and unenforceable. Notwithstanding the foregoing, the End User, or its permitted successive assignees or transferees, may assign or transfer these Terms or delegate any rights or obligations hereunder without consent: (1) to any entity controlled by, or under common control with the End User , or its permitted successive assignees or transferees; or (2) in connection with a merger, reorganization, transfer, sale of assets or product lines, or change of control or ownership of the End User, or its permitted successive assignees or transferees.
5. No Waiver
Failure of either Party to exercise or enforce any provision of or any of its rights under these Terms shall not be deemed a waiver of future enforcement of that or any other provision or right.
6. Notices
Except as otherwise specified in these Terms, all notices related to these Terms will be in writing and will be effective upon (a) personal delivery, (b) the second business day after mailing, or (c), except for notices of termination or an indemnifiable claim (“Legal Notices”), which shall clearly be identifiable as Legal Notices, the day of sending by email. Billing-related notices to you will be addressed to the relevant billing contact designated by you. All other notices to you will be addressed to the relevant Service system administrator designated by you.