1. Acceptance of the Terms & Conditions.
2. Intellectual Property Rights.
The Services and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Reptrics, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Services in breach of the Terms of Service, your right to use the Services will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Services or any content on the Services is transferred to you, and all rights not expressly granted are reserved by Reptrics. Any use of the Services not expressly permitted by these Terms of Service is a breach of these Terms of Service and may violate copyright, trademark, and other laws.
3. Electronic and Other Communications.
Reptrics may contact you using electronic communications, including your email and phone number provided by you to Reptrics through our Services.
- Reptrics will use your Personal Data to provide Services as mentioned in the Policy. When sending reports, proposals and other electronic communications through our Services you have taken prior consent from the recipients and are not sending any unsolicited information.
- When sending reports, proposals and other electronic communications through our Services you have taken prior consent from the recipients and are not sending any unsolicited information. While using our lead generation services you comply within the relevant privacy laws applicable for the region you are collecting information from.
- When entering your customer data into Reptrics system, do not share your customers’ sensitive data and/or any personal data that you are not authorized to share.
- You are solely responsible for all the activities and the legal liabilities thereof performed on our client portal’s white-labelled Services.
6. Linking to the Services and Social Media Features.
You may link to Reptrics homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on Reptrics part without prior written consent.
These Services may provide social media features that enable you to:
- Link from your own or certain third-party websites to content on these Services;
- Send emails or other communications with content, or links to content, on these Services; or
- Cause limited portions of content on these Services to be displayed or appear to be displayed on your own or third-party websites.
You may use these features solely as they are provided by us and solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:
- Establish a link from any website that is not owned by you;
- Cause the Services or portions of them to be displayed on any other site, by for example, framing, deep linking, or in-line linking;
- Link to any part of the Services other than the homepage; or
- Otherwise take any action with respect to the materials on the Services that is inconsistent with any other provision of these Terms of Service.
You agree to cooperate with us in stopping any unauthorized framing or linking We reserve the right to withdraw linking permission without notice.
We may disable any or all social media features or links at any time without notice in our discretion.
7. Links from the Services.
If the Services contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to the Services, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
8. Development License.
Subject to the terms and conditions of this Agreement, Reptrics hereby grants to Customer a limited, revocable, non-exclusive, non-transferable, license, during the Term of this Agreement to copy, integrate, display, perform, and use the Reptrics Software to integrate the Embed Codes into, or otherwise combine the Embed Codes with, the Customer Offering’s. Customer will not decompile, disassemble, reverse engineer or otherwise attempt to reconstruct the Reptrics Technology, including attempting to obtain or perceive the source code from which any component of the Reptrics Technology is compiled or interpreted, including any Embed Code.
You warrant and agree not to:
Resell or make any Services provided to you available to any third party other than those explicitly authorized by Reptrics
Use the Services to process data on behalf of any third party; modify, hack, or attempt to gain any kind of unwarranted access to the Services, concerned systems, or networks;
falsely entail any kind of association with Reptrics;
- Use the Services for unlawful activities, including but not limited to violating any person’s privacy rights;
- Use the Services for any forms of messages that are duplicative or unsought;
- Use the Services to store or transmit files and any content that breaches any intellectual property rights or other rights;
- Use the Services in any way that interferes with or disturbs the integrity or performance of the Services and its components;
- Attempt to decode, reverse engineer or discover the source code being used in the Services;
- Use the Services to willingly post, transmit, upload, send or store any content that is illegal, racist, abusive, obscene or discriminatory in nature;
- Use the Services to knowingly broadcast, send or store any viruses, malware, Trojan horses, or any other harmful software;
- Attempt to use the Services in violation of the Terms of Service.
Your right to use the Services is personal to you and your firm. You agree not to resell the Services without the explicit and written consent of Reptrics.
11. Services: Uses and Restrictions.
You may not use any automated program or algorithm to access, acquire, copy or monitor any part of the Services in any way except as provided by the Services. Reptrics reserves all rights to bar such activities. You may not probe, scan, or test the vulnerability of the Services or any network connected to the Services, nor breach the security or authentication measures of the Services or any network connected to the Services. You may not reverse look-up, trace, or seek to trace any information on any other user or visitor to the Services, or any other customer of Reptrics, including any Reptrics accounts not owned by you. You may not use any inappropriate means to change the Services or the content in way that jeopardizes the functioning or security of the Services. You may not impersonate any individual or organization in order to gain access to the information and content available to them. Any activity that is unlawful or is specified in the terms of service as prohibited, is illegal. The use of such activities is liable to appropriate legal action.
12. Free Trial.
If you register for a free trial, Reptrics will make some Services available to you on a trial basis, free of charge, until the earlier of:
- The end of the free trial period for which you registered to use the applicable Services;
- The start date of any purchased Service subscriptions ordered by you for such Services; or
- Termination of the trial by us in our sole discretion. Additional trial terms and conditions may appear on the trial registration web page.
ANY DATA YOU ENTER INTO THE SERVICES, AND ANY CUSTOMIZATIONS MADE TO THE SERVICES BY OR FOR YOU, DURING YOUR FREE TRIAL WILL BE PERMANENTLY LOST UNLESS YOU PURCHASE A SUBSCRIPTION TO THE SAME SERVICES AS THOSE COVERED BY THE TRIAL, PURCHASE APPLICABLE UPGRADED SERVICES, OR EXPORT SUCH DATA BEFORE THE END OF THE TRIAL PERIOD.
13. Provision of Purchased Services. Reptrics will:
- Make the Services available to you pursuant to these Terms of Service and the applicable subscription plan;
- Provide standard support for the Services to you at no additional charge; and
- Use commercially reasonable efforts to make the online Services available twenty-four (24) hours a day, seven (7) days a week, except for:
- planned downtime (of which we shall give advance electronic notice as provided in the Documentation); and
- any unavailability caused by circumstances beyond our 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 (other than one involving our employees), Internet service provider failure or delay, or denial of service attack.
14. Protection of Your Personal Data.
The security of your personal information is important to Reptrics. We have implemented reasonable administrative, technical, and physical security measures designed to secure and protect your Information from accidental loss and from unauthorized access, use, alteration, and disclosure. HOWEVER, as the transmission of information via the internet is not completely secure, although we do our best to protect your Information, we cannot guarantee the security of your information transmitted to our Services. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Services.
15. Reptrics Personnel.
Reptrics will be responsible for the performance of its personnel, including Reptrics employees and contractors, except as otherwise specified herein.
16. Beta Services.
Reptrics will have no liability for any harm or damage arising out of or in connection with the Beta Services.
17. Usage Limits.
Services are subject to usage limits, including, for example, the quantities specified in selected plans. Your plan will include the features as selected/customized by you.
18. Fees and Transactions.
Customer shall pay Reptrics, without off-sett of deduction, the amounts set forth on the Cover Page, which amounts hall be due and payable within fifteen (15) calendar days after delivery of invoice by Reptrics with respect thereto, where applicable. All payments under this Agreement are to be in U.S. dollars.
Either Party may, at its option, elect not to renew this Agreement. Such non-renewal may be effected only through a notice to the other party at least 45 days in advance of the end of the then-current term. Notices of non-renewal by Customer must be sent to email@example.com. Notices of nonrenewal by Reptrics will either be provided through the Reptrics services or to the Customer’s email address in Reptrics records.
20. Suspension of Service and Acceleration.
If any amount owing by you under this or any other agreement for our services is 30 or more days overdue (or 10 or more days overdue in the case of amounts you have authorized us to charge to your credit card), we may, without limiting our other rights and remedies, accelerate your unpaid fee obligations under such agreements so that all such obligations become immediately due and payable, and suspend our Services to you until such amounts are paid in full.
21. Payment Dispute.
Reptrics will not exercise its rights of suspension of Services and Acceleration if you are disputing the applicable charges reasonably and in good faith and are cooperating diligently to resolve the dispute.
Our fees do not include any taxes, levies, duties or similar governmental assessments of any nature, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, “Taxes”). You are responsible for paying all Taxes associated with your purchases hereunder.
23. Future Functionality.
You agree that your purchases are not contingent on the delivery of any future functionality or features, or dependent on any oral or written public comments made by us regarding future functionality or features.
You agree to defend, indemnify, and hold harmless Reptrics, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Service or your use of the Services, including, but not limited to, your user Contributions, any use of the Services’ content, services, and products other than as expressly authorized in these Terms of Services or your use of any information obtained from the Services.
25. Disclaimer of Warranties.
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Services 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 our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SERVICES LINKED TO IT.
YOUR USE OF THE SERVICES, ITS CONTENT, AND ANY PRODUCTS OR ITEMS OBTAINED THROUGH THE SERVICES IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY PRODUCTS OR ITEMS OBTAINED THROUGH THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SERVICES, THEIR CONTENT, OR ANY PRODUCTS OR ITEMS OBTAINED THROUGH THE SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICES OR ANY PRODUCTS OR ITEMS OBTAINED THROUGH THE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
26. Limitation on Liability.
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY WEBSITES LINKED TO THEM, ANY CONTENT ON THE SERVICES OR SUCH OTHER SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
27. Entire Agreement.
Capitalized terms used in this Agreement that are not defined herein shall have the meanings identified on the Cover Page and any Schedules or addenda to these Terms and Conditions. Nothing herein, whether express or implied, shall confer upon any person or entity, other than the Parties, their successors and permitted assigns, any legal or equitable right whatsoever to enforce any provision of this Agreement. This Agreement may be modified at any time by Reptrics to address changes in law, rule, or regulations, which updated version will be made available via the Reptrics Service. All other changes to this Agreement must be contained in a writing signed by both Parties. No failure or delay by either Party in enforcing this Agreement shall be construed as a waiver, nor shall any waiver be effective, unless expressly set forth in a writing executed by such Party, and such written waiver will not excuse the performance of any acts other than those specifically referred to therein. This Agreement may be assigned by Customer in whole without consent pursuant to a merger or sale of all or substantially all of its assets or capital stock. If any provision of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall in no way be affected or impaired thereby, and the Parties shall substitute for the affected portion an enforceable provision which closest approximates the intent and the economic effect thereof. All notices related to this Agreement, including notices of default, breach or termination, shall be in writing and delivered by reliable overnight delivery service or first-class, pre-paid mail, return receipt requested, to the address specified on the cover page to which these Terms and Conditions are attached. The Parties intend and hereby so state that the validity of this Agreement and any part of its terms or provisions, as well as the rights and duties of the Parties hereunder, shall be governed by the substantive law of the State of Florida, without regard to its conflict of laws provisions. In addition, Reptrics and Customer agree that sole jurisdiction to enforce or construe this Agreement shall lie in the State of Florida. In making and performing this Agreement, Reptrics and Customer act and shall act at all times as independent contractors, and nothing contained in this Agreement shall be construed or implied to create an agency, partnership or employer-employee relationship between them. This Agreement, including the Cover Page, these Terms and Conditions, Schedules and addenda (as applicable), constitutes the entire agreement between Customer and Reptrics regarding the subject matter set forth herein, and this Agreement supersedes all prior proposals, representations agreements and undertakings relating to such subject matter.