Terms of Service
Updated on: February 22, 2020
Effective Date: January 27, 2020
Thank you for selecting the Services (as defined below) offered by WREMIA, INC. and/or its subsidiaries and affiliates (referred to as "Wremia", "we", "our", or "us"). Review these Terms of Service (the "Agreement" or "Terms of Service") thoroughly. This Agreement is a legal agreement between you and Wremia. By accepting electronically (for example, clicking "I Agree"), registering, installing, downloading, accessing or using the Services and/or Website (as defined below), you agree to be bound by and to accept these terms and all terms and conditions contained and/or referenced herein or any additional terms and conditions set forth on this Website. You must be of legal age to enter into a binding agreement in order to accept the Terms. If you’re under the age required to manage your own Account, you must have your parent or legal guardian’s permission to use an Account. Please have your parent or legal guardian read these terms with you. If you’re a parent or legal guardian, and you allow your child to use the services, then these terms apply to you and you’re responsible for your child’s activity on the services. If Wremia has previously prohibited you from accessing or using the Service and Websites, you are not permitted to access or use the Service and Websites. If you do not agree to this Agreement, then you should NOT use the Services and/or Websites. If you wish to terminate this contract, at any time you can do so by closing your account and no longer accessing or using our Services.
Wremia may change the Terms of Service from time to time. Your access to the site in any way is evidence of your acceptance of the Terms and the enforcement of said Terms. Wremia reserves the right, in its sole discretion, to change, modify, or otherwise alter these Terms at any time effective upon posting of the modified Terms on the Site. Please review the Terms periodically. Your continued use of the Site or any materials or services accessible through it, after such posting or notification means you accept the modifications. The use by you of any content or services accessible through the Website may be subject to your acceptance of separate agreements with Wremia or third parties.
Our Service. Wremia offers a variety of work management, team productivity, collaboration, financial and organizational tools available online, including via a mobile application and/or API (collectively, the “Service”), and websites, including but not limited to this website (www.wremia.com) and all other Wremia domains and IP adresses (the "Website" or the “Site”), including all information, graphics, documents, text, products and all other elements of the Website and all products offered on this Website and services operated through the Website, available for your use subject to the terms and conditions set forth in this document.
Modification or Discontinuation of the Service. We may add, modify or discontinue any feature, functionality or any other tool, within the Service and/or Sites, at our own discretion and without further notice, however, if we make any material adverse change in the core functionality of the Service, then we will notify you by posting an announcement on the Website and/or via the Service or by sending you an email.
No Contingency on Future Releases and Improvements. You hereby acknowledge that your purchase of the Service and/or Third Party Services hereunder are not contingent on the delivery by us of any future release of any functionality or feature, including without limitation, the continuance of: (i) a certain Service beyond its current Subscription Term; or (ii) Third Party Services, or dependent on any public comments we make, orally or in writing, regarding any future functionality or feature.
Subscription to Beta Service. We may offer certain Services as closed or open beta services ("Beta Service" or “Beta Services”) for the purpose of testing and evaluation. You agree that we have the sole authority and discretion to determine the period of time for testing and evaluation of Beta Services. We will be the sole judge of the success of such testing and the decision, if any, to offer the Beta Services as commercial services. You will be under no obligation to acquire a subscription to use any paid Service as a result of your subscription to any Beta Service. We reserve the right to fully or partially discontinue, at any time and from time to time, temporarily or permanently, any of the Beta Services with or without notice to you. You agree that Wremia will not be liable to you or to any third party for any harm related to, arising out of, or caused by the modification, suspension or discontinuance of any of the Beta Services for any reason.
Subscription to Pre-order. From time to time we may offer Pre-Order applications before launching services or products as Final or Beta, with a Free-trial version or with discount or full price which may require a pre-payment or without pre-prepayment or burden an future payment obligation to subscriber. This offers may include collecting registration info like mail adressess, names of applying individual or organization etc and by default gives us the right to inform the applicant when the product or service is lauched. You understand that Wremia may not have completed the development of related products and services. We may also stop developing related servies or products, cancel your Pre-order at any time without notification and refund your Pre-order payment, if any. Unless otherwise is declared in the Pre-order subscription only gives applicant right request the Pre-order payment in case of cancellation by Wremia, if any. Wremia does not have any responsibility in any manners if the offered services or product cannot be launched in future -other than refunding the Pre-order payments.
Trial Service. We may offer, from time to time, part or all of our Services on a free, no-obligation trial version (“Trial Service”). The term of the Trial Service shall be as communicated to you, within the Service, in an Order Form, unless terminated earlier by either Customer (as defined below) or us, for any reason or for no reason. We reserve the right to modify, cancel and/or limit this Trial Service at any time and without liability or explanation to you. In respect of a Trial Service that is a trial version of the Subscription Plan (the “Trial Subscription”), upon termination of the Trial Subscription, we may change the Account web address at any time without any prior written notice.
Account Registration and Administration.
Account Registration.To register to the Service for the first time, you shall create an account with the Service. By creating an account (“Account”) and registering to the Service you (individual or entity) become, either individually or on behalf of your employer or any entity, on behalf of whom you created the Account, a Wremia customer (the “Customer”). The first user of the Account is automatically assigned as the Account administrator (the “Admin” or “Administrator”).
Business uses of our Services.If you are using our Services on behalf of a business, that business accepts these terms. It will hold harmless and indemnify Wremia and its affiliates, officers, agents, and employees from any claim, suit or action arising from or related to the use of the Services or violation of these terms, including any liability or expense arising from claims, losses, damages, suits, judgments, litigation costs and attorneys’ fees.
Account Admins. The Admin(s) of an Account are, severally and jointly, deemed as the authorized representatives of the Customer, and any decision or action made by any Admin, is deemed as a decision or action of Customer. An Admin may assign or add other members of the Account as Admins, which possess important privileges and controls over the use of the Service and the Account, including, without limitation: (i) control your (and other Users) use of the Account; (ii) purchase, upgrade or downgrade the Service; (ii) create, monitor or modify Users’ actions and permissions; (iii) manage the access to, control, remove, share posts or otherwise change, all or part of the Customer Data (as defined below); and (iv) integrate or disable integration with Third Party Services. You also acknowledge that your Account can become managed by a representative of the entity that owns or controls the email address domain with which your Account was created or registered.
If your organization account is created and configured on your behalf by a third party, it is likely that such third party has assumed administrator role for your organization. Make sure that you enter into a suitable agreement with such third party specifying such party’s roles and restrictions as an administrator of your organization account.
User means Customer's employees, representatives, consultants, contractors, customers or agents who are authorized to use the Service and have been supplied user identifications and passwords by Customer via Customer’s Admin, users and/or by Wremia at Customer’s request.
Wremia has three different types of users depending on the Wremia services and/or Website used:
- 1. Site Visitor: means users of the Websites exluding the other two types listed below.
- 2. Free User: means users who use the free version and/or free trial version of the Wremia Services and/or Websites. While Free Users can access and use the Service, they may have access to a more limited set of Service features and functionality than Subscribers.
- 3. Subscriber: means the individual or entity that has subscribed for the Service under the terms and conditions of this Agreement.
Responsibility for Authorized Users. Customer is solely liable and responsible for understanding the settings, privileges and controls for the Service and for controlling whom Customer permits to become a User and what are the settings and privileges for such User, including without limitation, the right for a User to invite other Users (either paid or unpaid), the right to incur charges on the Account, the right to access, modify or share any information, etc. Customer is responsible for the activities of all of its Users, including Order Forms they may place and how Users use the Customer Data, even if those Users are not from Customer’s organization or domain. Further, Customer acknowledges that any action taken by a User of Customer’s Account, is deemed by us as an authorized action by Customer, hence Customer shall have no claim in this regard.
Customer is responsible for i) ensuring confidentiality of your organization account password, ii) appointing competent individuals as administrators for managing your organization account, and iii) ensuring that all activities that occur in connection with your organization account comply with this Agreement. You understand that Wremia is not responsible for account administration and internal management of the Services for you.
You are responsible for taking necessary steps for ensuring that your organization does not lose control of the administrator accounts. You may specify a process (“Account recovery process”) to be followed for recovering control in the event of such loss of control of the administrator accounts by sending an email to firstname.lastname@example.org, provided that the process is acceptable to Wremia. In the absence of any specified administrator account recovery process, Wremia may provide control of an administrator account to an individual providing proof satisfactory to Wremia demonstrating authorization to act on behalf of the organization. You agree not to hold Wremia liable for the consequences of any action taken by Wremia in good faith in this regard.
Inactive User Accounts Policy. We reserve the right to terminate unpaid user accounts that are inactive for a continuous period of 30 days. In the event of such termination, all data associated with such user account will be deleted. We will provide you prior notice of such termination and option to back-up your data. The data deletion policy may be implemented with respect to any or all of the Services. Each Service will be considered an independent and separate service for the purpose of calculating the period of inactivity. In other words, activity in one of the Services is not sufficient to keep your user account in another Service active. In case of accounts with more than one user, if at least one of the users is active, the account will not be considered inactive.
Unauthorized Account Use. You are responsible for notifying us at email@example.com if you become aware of any unauthorized use of or access to your account. You understand and agree that we may require you to provide information that may be used to confirm your identity and help ensure the security of your account. Wremia will not be liable for any loss, damages, liability, expenses or attorneys’ fees that you may incur as a result of someone else using your password or account, either with or without your knowledge and/or authorization, and regardless of whether you have or have not advised us of such unauthorized use. You will be liable for losses, damages, liability, expenses and attorneys’ fees incurred by Wremia or a third party due to someone else using your account. In the event that the Account Administrator or Customer loses access to an account or otherwise requests information about an account, Wremia reserves the right to request from the Account Administrator or Customer any verification it deems necessary before restoring access to or providing information about such account in its sole discretion.We recommend you to create and share with us an account recovery process as described in Responsibility for Authorized Users section and we recommend Users to verify both mobile phone numbers and mail adresses.
Customer Data means data submitted, stored, sent or received via the Services by Customer or a User (as defined above).
Users' Obligations and Restrictions
Compliance With Applicable Laws. You agree to use the Website, Wremia Apps, and Services only for purposes permitted by these Terms of Service as well as any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions. WREMIA IS NOT RESPONSIBLE FOR ANY VIOLATION OF APPLICABLE LAWS, RULES, OR REGULATIONS COMMITTED BY YOU OR A THIRD PARTY AT YOUR BEHEST. IT IS YOUR RESPONSIBILITY TO ENSURE THAT YOUR USE OF THE WEBSITE, WREMIA APPS, AND SERVICES DOES NOT CONTRAVENE APPLICABLE LAWS, RULES, OR REGULATIONS. Specifically, you agree and warrant that in using the Website and Services, your actions do not contravene the laws, rules, or regulations of (1) the country, state, or locality where you reside, or (2) the country, state, or locality where Wremia is located or operates (3) the country, state, or locality where any email recipients and subjects effected by the usage of services are located or operates . This includes complying with applicable export and import restrictions as well as other restrictions.
Customer and user Must Have Internet Access. In order to use the Service, customer and user must have or must obtain access to the World Wide Web, either directly or through devices that access Web-based content. Subscriber must also provide all equipment necessary to make such (and maintain such) connection to the World Wide Web.
Accuracy Of User's Registration Information. User agrees to provide accurate, current and complete information ("Registration Data") about user and/or customer as prompted by the registration form, which user will fill out online in order to gain access to the Service. User further agrees to use commercially reasonable efforts to maintain and promptly update the Registration Data to keep it accurate, current and complete. User acknowledges and agrees that if User provides information that is intentionally inaccurate, not current or incomplete in a material way, or Wremia has reasonable grounds to believe that such information is untrue, inaccurate, not current or incomplete in a material way, Wremia has the right to suspend or terminate User's and/or Customer’s account and refuse current or future use of any or all of the Services.
Passwords, Access.The maximum number of Users that Subscriber may designate under Subscriber's account is the number of seats purchased by Subscriber, and Subscriber may provide and assign unique passwords and User names to each authorized User for each seat purchased. Subscriber acknowledges and agrees that Subscriber is prohibited from sharing passwords and/or User names with unauthorized users. Subscriber will be responsible for the confidentiality and use of Subscriber's (including its employees') passwords and User names.
Unlawful or Prohibited Use and Spamming. You agree to be solely responsible for the contents of your transmissions through the Services. You agree not to use the Services for illegal purposes or for the transmission of material that is unlawful, defamatory, harassing, libelous, invasive of another's privacy, abusive, threatening, harmful, vulgar, pornographic, obscene, or is otherwise objectionable, offends religious sentiments, promotes racism, contains viruses or malicious code, file, or program that may or is intended to damage or hijack the operation of any hardware, software, or telecommunications equipment, or any other or that which infringes or may infringe intellectual property or other rights of another. You agree not to use the Services for the transmission of "junk mail", "spam", "chain letters", “phishing” or unsolicited mass distribution of email. We reserve the right to terminate your access to the Services if there are reasonable grounds to believe that you have used the Services for any illegal or unauthorized activity.
You may not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Wremia Services or Wremia's systems or networks connected to the Wremia Services, or otherwise interfere with or disrupt the operation of any of the Wremia Services, or the servers or networks that host them or make them available, or disobey any requirements, procedures, policies, or regulations of such servers or networks.
In addition to all other terms and conditions of this Agreement, you shall agree that you will not directly or indirectly: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas or algorithms of the Services or any Application, software, documentation or data related to the Services ("Software"); modify, translate, or create derivative works based on the Services or any Software; or copy (except for archival purposes), rent, lease, distribute, pledge, assign, or otherwise transfer or encumber rights to the Services or any Software; use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third party; or remove any proprietary notices or labels.
If we conclude that you're violating any of these policies, or engaging in any other behavior we deem abusive or inappropriate, we may take action against your Account or Your Sites. We try to ensure fair outcomes, but in all cases we reserve the right to remove any content or suspend your Account or Your Sites, without any refund of any amounts paid for the Services, without notice, at any time and for any reason. We reserve the right to enforce, or not enforce, this policy in our sole discretion. We also reserve the right to track any User's browser activities which may indicate potential abuse of above items.
USER CONTENT AND FEEDBACK
You are responsible for your content. You are responsible for all materials ("Content") and Feedbacks (as defined below) entered, uploaded, posted or stored or generated through your use of the Services. We don’t own the content but you grant us a worldwide, royalty-free, non-exclusive license to host, use, analyze, and back up any Content (including personal data of yourself and others) provided through your use of the Services. Archive your Content frequently. You are responsible for any lost or unrecoverable Content. You must provide all required and appropriate warnings, information and disclosures. Wremia is not responsible for the Content or data you submit through the Services Subject to these Terms of Service, your Content may be used in any manner that has been authorized by you. It is your sole responsibility to determine what additional limitations, if any, are placed on the use of the User Content distributed within your working group. If you obtain unauthorized access to materials created or used by others outside of your working group in conjunction with the Wremia Service, you have no right to use such materials in any way. You also acknowledge and agree that Wremia has no liability of any kind should members of your working group, other persons whom you have allowed to have access to your User Content or any third party modify, destroy, corrupt, copy, or distribute your User Content.
You are solely responsible for protecting the information on your computer or your other devices for example, by installing anti-virus software, updating your applications, password protecting your files, and preventing third party access to your computer. You understand that users of Wremia Services may store User Content that is unusable due to corruption from viruses, software malfunctions or other causes. Wremia is not responsible for any damage that any user may incur through the sharing and use of such User Content.
In the course of using any of the Services, if you come across any content with copyright notice(s) or any copy protection feature(s), you agree not to remove such copyright notice(s) or disable such copy protection feature(s) as the case may be. By making any copyrighted/copyrightable content available on any of the Services you affirm that you have the consent, authorization or permission, as the case may be from every person who may claim any rights in such content to make such content available in such manner. Further, by making any content available in the manner aforementioned, you expressly agree that Wremia will have the right to block access to or remove such content made available by you if Wremia receives complaints concerning any illegality or infringement of third party rights in such content.
Feedback on the Websites. The Services, Websites, API and/or applications may have certain features that allow you to submit comments, information, and other materials (collectively, “Feedback”) to Wremia and share such Feedback with other users, or the public. By submitting Feedback through the Websites, you grant Wremia a license to access, use, copy, reproduce, process, adapt, publish, transmit, host, and display that Feedback for any purpose (including in testimonials or other Wremia marketing materials and where required to do so by law or in good faith to comply with legal process.). We reserve the right to remove any Feedback posted in public forums for any reason at our sole discretion.
Please also note that Content and Feedback may contain typographical errors, other inadvertent errors or inaccuracies.
API. We may offer an application programming interface that provides additional ways to access and use the Service ("API"). Such API is considered a part of the Service, and its use is subject to all these Terms. We reserve the right at any time to modify or discontinue, temporarily or permanently, your and/or your access to the API (or any part of it) with or without notice. The API is subject to changes and modifications, and you are solely responsible to ensure that your use of the API is compatible with the current version.
No Sensitive Data. You shall not submit to the Service any data that is protected under a special legislation and requires a unique treatment,
Data Ownership. We respect your right to ownership of content created or stored by you. Unless specifically permitted by you, your use of the Services does not grant Wremia the license to use, reproduce, adapt, modify, publish or distribute the content created by you or stored in your user account for Wremia’s commercial, marketing or any similar purpose. But you grant Wremia permission to access, copy, distribute, store, transmit, reformat, publicly display and publicly perform the content of your user account solely as required for the purpose of providing the Services to you.
Use of your content. Wremia may use aggregate, non-identifying (or anonymised) statistical data for statistical analysis, machine learning, artificial intellegance, marketing, or similar promotional purposes to help improve our offerings to you, to help diagnose any problems with our server and administer the Website or to improve your browsing experience by personalising the Website. Once anonymised, we may use it for our own purposes, such as to provide and improve our services, to develop new services or product offerings, to identify business trends, and for other uses.
Sample files and Applications Wremia may provide sample files and applications for the purpose of demonstrating the possibility of using the Services effectively for specific purposes. The information contained in any such sample files and applications consists of random data. Wremia makes no warranty, either express or implied, as to the accuracy, usefulness, completeness or reliability of the information or the sample files and applications.
Data breach notifications. Where we think there has been unauthorized access to personal data inside your subscription, we’ll let you know and give you information about what has happened.
Third-Party Software. Subscriber agrees to use software produced by third parties, including, but not limited to, "browser" software that supports a data security protocol compatible with the protocol used by Wremia. Until notified otherwise by Wremia, Subscriber agrees to use software that supports the Secure Socket Layer (SSL) protocol or other protocols accepted by Wremia and to follow logon procedures for services that support such protocols. Subscriber acknowledges that Wremia is not responsible for notifying Subscriber of any upgrades, fixes or enhancements to any such software or for any compromise of data transmitted across computer networks not owned or operated by Wremia or telecommunications facilities, including, but not limited to, the Internet.
Storage Limits. Wremia limits the amount of database storage to 1GB per user unless otherwise noted in the relevant Order Form. Accounts that exceed that amount will be billed an over limit fee of $1.00 per gigabyte per day, or if different, the then-current fee, calculated daily. This storage is distinct from the Storage Service provided by a third party, as defined below.
Links to Other Sites, Services and Third Party Materials
Wremia may provide links to other websites and/or third party products and Services that are not under our control (together, "Third Party Materials"). Wremia shall not be responsible in any way for the content of such Third Party Materials. Wremia provides such links only for the convenience of the users of this Website and Services, and the inclusion of any link to any Third Party Materials does not imply endorsement by Wremia of the content, products and/ or services of such Third Party Materials. Notwithstanding any provision to the contrary herein, nothing in this Terms of Service shall be construed as to grant you any rights or licenses with regard to such Third Party Materials or to entitle you to use such Third Party Materials.
Contests, Sweepstakes, Auctions, and Promotions
From time to time, Wremia may conduct promotions on or through the Website and Services, including, without limitation, auctions, contests and sweepstakes which may be subject to additional terms and/or rules.
Wremia may offer certain software, to be used in conjunction with the Services, for downloading from or through this Website and/or through Wremia’s mobile applications ("Software"). Such Software shall be licensed subject to the terms of the applicable end use license agreement. Both the Software and any accompanying documentation made available through this Website are the copyrighted works of Wremia. You must agree to the terms of the applicable end user license agreement prior to use of such Software.
Except as otherwise specifically provided herein or in the applicable end user license agreement or as otherwise agreed by Wremia in writing, you may not use, copy, republish, frame, emulate, clone, download, transmit, rent, lease, loan, sell, assign, modify, distribute, license, sublicense, decompile, disassemble, create a derivative work, otherwise reverse engineer, or transfer the licensed program, or any subset of the Website, its products or services. Any such unauthorized use shall result in immediate and automatic termination of this license and may result in criminal and/or civil prosecution.
Service, Website, Mobile Application and Software Updates
You recognize and agree to the condition that the Services will be updated and modified from time to time. These modifications may take the form of bug fixes, enhanced functions, new modules, changes in the user interface, conformity to new regulations, or other forms. Such updates and modifications can be made without advanced notice.
If you download the Software and/or application, it may automatically download and install subsequent updates for such Software and/or application from Wremia. These updates are designed to improve, enhance and further develop the Software and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such updates (and permit Wremia to deliver these to you) as part of your use of the Software.
This Website may contain pages or sections which may be edited by and are visible for all visitors of this Website, including but not limited to forums, chats, guestbooks, comments and image galleries, ("Publicly-Edited Sections").
Wremia reserves the right to modify and/or delete any message submitted to the Publicly-Edited Sections, at its sole discretion, at any time and for any reason, including, but not limited to material which in Wremia' opinion:
- (A) may constitute libel, defamation, invasion of privacy, or is obscene, pornographic, abusive, or threatening;
- (B) may infringe any intellectual property or other right of any entity or person;
- (C) may violate any applicable law or advocates illegal activity;
- (D) advertises or otherwise solicits funds or is a solicitation for goods, services, advertisers or sponsors or otherwise engages in commercial activity;
- (E) disrupts the normal flow of dialogue or otherwise acts in a way which affects the ability of other people to engage in real time activities via Wremia's websites;
- (F) includes programs which may contain viruses, worms, trojan horses or other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunication;
- (G) violates any policy or regulation established from time to time regarding use of this Website or any networks connected to this Website; or
- (H) contains links to other sites that contain the kind of content which falls within the descriptions set out in (A) to (G) above.
Security of Content
Wremia will use all commercially reasonable efforts to restrict access to your User Content to authorized persons. However, no password-protected system of data storage and retrieval can be made entirely impenetrable. Although Wremia strives to make sure that all data on the Website is secure, you hereby acknowledge and accept that it may be possible for an unauthorized third party to access, view, copy, modify and distribute the data and files you store on the Website or via Services.
You understand that we cannot and do not guarantee that files available for downloading from the Internet or our Service or Websites will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to the Service and Websites for any reconstruction of any lost data.
DISCLAIMER OF WARRANTIES
We provide our Services using a commercially reasonable level of skill and care and we hope that you will enjoy using them. But there are certain things that we don’t promise about our Services. Without limiting the foregoing, Wremia makes no warranty that: either the Services or Software will meet your requirements; either the Services or Software will be uninterrupted, timely, secure, or error-free; results that may be obtained from the use of the Services or Software will be effective, accurate, or reliable; the quality of any Services or Software purchased or accessible by you through the Website will meet your expectations; any errors in the Services or Software, or any defects in the Website, Services or Software will be corrected. Other than as expressly set out in these terms or additional terms, neither Google nor its suppliers or distributors make any specific promises about the Services. For example, we don’t make any commitments about the content within the Services, the specific functions of the Services, or their reliability, availability, or ability to meet your needs. We provide the Services “as is”.
WREMIA AND ITS RESELLERS MAKE NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE OR ANY CONTENT THEREIN OR GENERATED THEREWITH. Wremia AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT
- (A) THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA,
- (B) THE SERVICE WILL MEET SUBSCRIBER'S REQUIREMENTS OR EXPECTATIONS,
- (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE,
- (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY SUBSCRIBER THROUGH THE SERVICE WILL MEET SUBSCRIBER'S REQUIREMENTS OR EXPECTATIONS,
- (E) ERRORS OR DEFECTS WILL BE CORRECTED, OR
- (F) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
Export Law Assurances. You may not use or otherwise export or re-export the Service except as authorized by United States law and the laws of the jurisdiction in which Wremia was obtained. In particular, but without limitation, the Service may not be exported or re-exported (a) into any U.S. embargoed or export restricted countries (currently Crimea - Region of Ukraine, Cuba, Iran, North Korea, Sudan, and Syria) (b) to a national or resident of, or person organized under the laws of a country described in (a), or (c) to anyone who is the target or subject of U.S. or other applicable economic sanctions or export control restrictions, or is owned or controlled by such persons, including anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List or Unverified List or Blocked Persons List or Debarred List or Nonproliferation Sanctions List (such a person described under (b) or (c), hereinafter, a “Sanctioned Person”) . By using the Service, you represent and warrant that you are not a Sanctioned Person. If you are, or Wremia has reasonable grounds to believe you are, a Sanctioned Person, Wremia has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof).We have right to track, keep and block the IP addresses, e-mail adresses and phone numbers etc. to ensure the compatibility with the above legal restrictions. Sanctions screening cannot be requested to be stopped in any manner and disregarding or violating sanctions can lead to fines, regulatory action, and loss of licensing for both Wremia and our users.
EXCLUSION OF DAMAGES AND LIMITATION OF LIABILITY
YOU AGREE THAT WREMIA SHALL, IN NO EVENT, BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR OTHER LOSS OR DAMAGE WHATSOEVER OR FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, COMPUTER FAILURE, LOSS OF BUSINESS INFORMATION, OR OTHER LOSS ARISING OUT OF OR CAUSED BY YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF WREMIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. IN NO EVENT SHALL WREMIA’S ENTIRE LIABILITY TO YOU IN RESPECT OF ANY SERVICE, WHETHER DIRECT OR INDIRECT, EXCEED THE FEES PAID BY YOU TOWARDS SUCH SERVICE.
The information presented on or through the Service and Websites is made available solely for general information purposes. We do not confirm the accuracy, completeness or usefulness of this information. Any reliance that you place on such information is strictly at your own risk.
Subscription Fees. Unless otherwise indicated by Wremia for the relevant Service, Fees for the subscription or use of a Service are payable and remitted to Wremia, as further described in this paragraph immediately below. Payment for Services shall be at prices as agreed upon between you and Wremia. Wremia offers multiple Service Plans for users, with different fees and functionality features for each plan ("Service Plan"). Payment for a Service Plan, if any, shall be made in advance and is non-refundable, that is there will be no refunds, full or partial. Wremia will automatically renew and bill Subscriber's credit card or issue an invoice (a) every month for monthly service, (b) every quarter for quarterly service, (c) each year on the subsequent anniversary for annual service, or (d) as otherwise mutually agreed upon.
If you cancel your subscription to your Service plan before it ends, you will still be responsible for paying any applicable fees for the remainder of the selected subscription period.
You acknowledge that the amount billed for the subscription may vary for reasons that include, differing amounts due to promotional offers, differing amounts due to changes in your account, or changes in the amount of applicable sales tax, and you authorize us to bill you for such varying amounts.
In case of non-payment for any reason, Wremia reserves the right to immediately ban the User's access to the Services.
Credit card details. If you have elected to pay the fees by credit card, you warrant that the credit card information you provide is correct and you shall promptly notify us of any changes to such credit card information. You agree that if your credit card payment cannot be processed for any reason, Wremia may suspend or cancel subscription, even including your existing accounts.
Taxes. The Subscription Fees are exclusive of any and all taxes (including without limitation, value added tax, sales tax, use tax, excise, goods and services tax, etc.), levies, or duties, which may be imposed in respect of these Terms and the purchase or sale, of the Service hereunder (the “Taxes”). You are responsible for paying any taxes mentioned above.
Excessive Usage. We shall have the right, including without limitation where we, at our sole discretion, believe that Customer and/or any of its Users, have misused the Service or otherwise use the Service in an excessive manner compared to the anticipated standard use (at our sole discretion), to offer the Subscription in different pricing and/or impose additional restrictions as for the upload, storage, download and use of the Service, including, without limitation, restrictions on Third Party Services, network traffic and bandwidth, size and/or length of content, quality and/or format of content, sources of content, volume of download time, etc.
Subscription Upgrade. During the Subscription Term, Customer may upgrade its Subscription Plan by either: (i) adding Authorized Users; (ii) upgrading to a higher type of Subscription Plan; (iii) adding add-on features and functionalities; and/or (iv) upgrading to a longer Subscription Term (collectively, “Subscription Upgrades”). Some Subscription Upgrades or other changes may be considered as a new purchase, hence will restart the Subscription Term and some won’t, as indicated within the Service and/or the Order Form. Upon a Subscription Upgrade, Customer will be billed for the applicable increased amount of Subscription Fees, at our then-current rates (unless indicated otherwise in an Order Form), either: (1) prorated for the remainder of the then-current Subscription Term, or (2) whenever the Subscription Term is being restarted due to the Subscription Upgrade, then the Subscription Fees already paid by Customer will be reduced from the new upgraded Subscription Fees, and the difference shall be due and payable by Customer upon the date on which the Subscription Upgrade was made.
Adding Users. Customer acknowledges that unless it disabled these options: (i) Users within the same email domain will be able to automatically join the Account; and (ii) Users within Customer’s Account may invite other persons to be added to the Account as Users (collectively, “Users Increase”). For further information on these options and how to disable them, visit our Documentations. Unless agreed otherwise in an Order Form, any changes to the number of Users within a certain Account, shall be billed on a prorated basis for the remainder of the then-current Subscription Term. We will bill Customer, either upon the Users Increase or at the end of the applicable month, as communicated to Customer.
Billing. As part of registering, or submitting billing information, to the Service, Customer agrees to provide us with updated, accurate and complete billing information, and Customer authorizes us (either directly or through our affiliates, subsidiaries or other third parties) to charge, request and collect payment (or otherwise charge, refund or take any other billing actions) from Customer’s payment method or designated banking account, and to make any inquiries that we may consider necessary to validate Customer’s designated payment account or financial information, in order to ensure prompt payment, including for the purpose of receiving updated payment details from Customer’s credit card company or banking account (e.g., updated expiry date or card number as may be provided to us by Customer’s credit card company).
Subscription Auto-Renewal. In order to ensure that Customer will not experience any interruption or loss of services, Customer’s Subscription includes an automatic renewal option by default, according to which, unless Customer disables the auto-renewal option or cancels its Subscription prior to its expiration, the Subscription will automatically renew upon the end of the then applicable Subscription Term, for a renewal period equal in time to the original Subscription Term (excluding extended periods) and, unless otherwise notified to Customer, at the same price (subject to applicable Tax changes and excluding any discount or other promotional offer provided for the first Subscription Term). Accordingly, unless either Customer or us cancel the Subscription prior to its expiration, we will attempt to automatically charge Customer the applicable Subscription Fees upon or immediately prior to the expiration of the then applicable Subscription Term. If Customer wishes to avoid such auto-renewal, Customer shall cancel its Subscription (or disable the auto-renewal option), prior to its expiration, at any time through the Account settings or by contacting our Customer Success team. Except as expressly set forth in these Terms, in case a Customer cancels its Subscription, during a Subscription Term, the Subscription will not renew for an additional period, but Customer will not be refunded or credited for any unused period within the Subscription Term.
Discounts and Promotions. Unless expressly stated otherwise in a separate legally binding agreement, if Customer received a special discount or other promotional offer, Customer acknowledges that upon renewal of its Subscription, Wremia will renew such Subscription, at the full applicable Subscription Fee at the time of renewal.
Payment through Reseller. If Customer purchased a Service from a reseller or distributor authorized by us (“Reseller”), then to the extent there is any conflict between these Terms and the agreement entered between Customer and the respective Reseller, including any purchase order (“Reseller Agreement”), then, as between Customer and Wremia, these Terms shall prevail. Any rights granted to Customer and/or any of the other Users in such Reseller Agreement which are not contained in these Terms, apply only in connection with the Reseller. In that case, Customer must seek redress or realization or enforcement of such rights solely with the Reseller and not Wremia. For clarity, Customer’s and its Users’ access to the Service is subject to our receipt from Reseller of the payment of the applicable Fees paid by Customer to Reseller. Customer hereby acknowledges that at any time, at our discretion, the billing of the Subscription Fees may be assigned to us, such that Customer shall pay us directly the respective Subscription Fees.
Terms, Suspension and Termination
The term of these Terms of Service ("Term") shall begin when you start using this Website or the Services and shall continue in perpetuity unless otherwise terminated by Wremia or you by written notice
Suspension. We may suspend your user account or temporarily disable access to whole or part of any Service in the event of any suspected illegal activity, extended periods of inactivity or requests by law enforcement or other government agencies.We have the right to immediately ban the User's access to the Services in case of non-payment for any reason.
Termination by Wremia: Wremia may choose to terminate your subscription at any time by providing you with one month's written notice in advance. Wremia may also terminate or suspend your subscription or access to all or any data immediately if:
- you breach any of these terms and do not remedy the breach within 7 days after receiving notice of the breach,
- you breach any of these terms and the breach cannot be remedied,
- you fail to pay subscription fees, or
- you or your business become insolvent, your business goes into liquidation or has a receiver or manager appointed over any of its assets, you become insolvent or make any arrangement with your creditors, or become subject to any similar insolvency event in any jurisdiction.
No refunds: No refund is due to you if you terminate your subscription or Wremia terminates it in accordance with these terms.This means Wremia is not responsible for refunding any payments and/or prepayments made by customers. However for any reason if Wremia decides to refund (also called as “chargeback”) Wremia will deduct any charges like bank and transfer charges.
Retention of your data: Once a subscription is terminated by you or us, it is archived and the data submitted or created by you is no longer available to you. We retain it for a period of time consistent with our data retention policy, during which, as a subscriber, you can reactivate your subscription and once again access your data by paying the subscription fees. We retain data in case you need it as part of your record retention obligations, but you can get in touch with us to have your data removed completely if you wish.
ASSIGNMENT, SUCCESSORS AND ASSIGNS
Subscriber shall not transfer or assign this Agreement (including by operation of law) or any rights or obligations hereunder without the prior written consent of Wremia, and any attempted assignment or transfer in violation of the foregoing will be void. This Agreement will be for the benefit of the permitted successors and assigns, and will be binding on heirs, legal representatives and permitted assignees.
Copyright, trademark and all other proprietary rights in the Website, Content (including but not limited to software, services, audio, video, text and photographs) and/or Services rest with Wremia and/or its licensors. Unless otherwise specifically provided herein or authorized by Wremia in writing, all rights in the Website, Content and/or Services not expressly granted herein are reserved. You agree not to copy, republish, frame, make available for download, transmit, modify, rent, lease, loan, sell, assign, distribute, license, sublicense, reverse engineer, or create derivative works based on the Content, Website, its products or Services.
Wremia hereby disclaims any rights to trademarks, service marks, trade names, logos, copyright, patents, domain names or other intellectual property interests of third parties. All intellectual property interests of third parties referenced herein, including without limitation Third Party Material or otherwise provided on this Website are the properties of their respective owners. Wremia disclaims any proprietary interests in the intellectual property rights other than their own.
Linking to this Website
Linking to this Website is permitted provided that you comply with the following rules. You may link to the home page of this Website or to any other page of this Website. However, you are not allowed to use in-line linking (or hot-linking) or framing. You must not imply that Wremia endorses or sponsors the linker or its website, products or services. You must not use Wremia's intellectual property including but not limited to trademarks, trade names, copyrights without advance written permission from Wremia. Furthermore, you agree to remove the link at any time upon Wremia's request.
Specific Laws; Reasonable Allocation of Risks.
Specific Laws. Except as expressly stated in these Terms, we make no representations or warranties that your use of the Service is appropriate in your jurisdiction. Other than as indicated herein, you are responsible for your compliance with any local and/or specific applicable Laws, as applicable to your use of the Service.
Courts.The courts in some countries will not apply Delaware law to some types of disputes. If you reside in one of those countries, then where Delaware law is excluded from applying, your country’s laws will apply to such disputes related to these terms. Otherwise, you agree that the laws of Delaware, U.S.A., excluding Delaware’s choice of law rules, will apply to any disputes arising out of or relating to these terms or the Services. Similarly, if the courts in your country will not permit you to consent to the jurisdiction and venue of the courts in Delaware, U.S.A., then your local jurisdiction and venue will apply to such disputes related to these terms. Otherwise, all claims arising out of or relating to these terms or the services will be litigated exclusively in the federal or state courts of Delaware, USA, and you and Wremia consent to personal jurisdiction in those courts.
Reasonable Allocation of Risks. You hereby acknowledge and confirm that the limitations of liability and warranty disclaimers contained in these Terms are agreed upon by you and us and we both find such limitations and allocation of risks to be commercially reasonable and suitable for our engagement hereunder, and both you and us have relied on these limitations and risk allocation in determining whether to enter these Terms.
Indemnification. You agree to indemnify and hold harmless Wremia, its officers, directors, employees, suppliers, and affiliates, from and against any losses, damages, fines and expenses (including attorney's fees and costs) arising out of or relating to any claims that you have used the Services in violation of another party's rights, in violation of any law, in violations of any provisions of the Terms, or any other claim related to your use of the Services, except where such use is authorized by Wremia.
Language of the Terms of Service. Where Wremia has provided you with a translation of the English language version of these Terms of Service into another language, you agree that the translation is provided for your convenience only and that the English language versions of these Terms of Service will govern your relationship with Wremia. If there is any contradiction between the English language version of these Terms of Service and the translation, the English language version shall control.
Keeping it confidential: While using our services, you may share confidential information with us, and you may become aware of confidential information about us. You and we both agree to take reasonable steps to protect the other party’s confidential information from being accessed by unauthorized individuals. You or we may share each other’s confidential information with legal or regulatory authorities if required to do so.
About the terms. We may modify these terms or any additional terms that apply to a Service to, for example, reflect changes to the law or changes to our Services. You should look at the terms regularly. We’ll post notice of modifications to these terms on this page. We’ll post notice of modified additional terms in the applicable Service. Changes will not apply retroactively and will become effective immediately. If you do not agree to the modified terms for a Service, you should discontinue your use of that Service. If there is a conflict between these terms and the additional terms, the additional terms will control for that conflict.
These terms control the relationship between Wremia and Customers and/ or Customers' representatives or users. They do not create any third party beneficiary rights.
If you do not comply with these terms, and we don’t take action right away, this doesn’t mean that we are giving up any rights that we may have (such as taking action in the future).
No waiver. If we fail to insist that you perform any obligations under these Terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived such rights and will not mean that you do not have to comply with your obligations. If we do waive a failure or breach by you, we will only do so in writing and that will not mean that we automatically waive any future failure of breach by you.
Severability. Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect. If it turns out that a particular term is not enforceable, this will not affect any other terms.
Miscellaneous. The section titles and version info in these Terms are for convenience only and have no legal or contractual effect.
Force Majeure. Neither us nor you will be liable by reason of any failure or delay in the performance of its obligations on account of events beyond the reasonable control of a party, which may include denial-of-service attacks and/or other types of malicious attacks, interruption or failure of the Internet or any utility service, failures in third-party hosting services, strikes, shortages, riots, fires, acts of God, war, terrorism, and governmental action.
END OF TERMS OF SERVICE
If you have any questions or concerns regarding this Agreement, please contact us at firstname.lastname@example.org.