Last Revised: September, 23, 2017
Accessible Labs Ltd., its subsidiaries and affiliates, d/b/a Accessible Labs, (“Accessible Labs”, “Company”, “ we” or “us”) welcome you to our website at https://cnvrg.io/ and to our web-portal (respectively the “Site” and the “Portal ”). Our Site offers basic information regarding our services and enables you to register to our services. The Site, the Portal and any additional functionalities and services related thereto shall be referred to herein as the “Service(s)” (as further specified below). Users of our Site and/or Portal (“User” or “you”) may only use them in accordance with the terms and conditions hereunder.
1. Acceptance of the Terms
Our Services are available only to individuals who (a) are at least thirteen (13) years old; and (b) possess the legal capacity to enter into these Terms (on behalf of themselves and/or their organization) and to form a binding agreement under any applicable law. You hereby represent that you possess the legal authority to enter into these Terms on your and your organization’s behalf and to form a binding agreement under any applicable law, to use the Site and/or the Portal in accordance with these Terms, and to fully perform your obligations hereunder.
For the avoidance of doubt, any act or omission performed by you in connection with the Site and/or Portal shall obligate your organization.
2. The Service
Our Site available at https://cnvrg.io/ provides you with information regarding Accessible Labs and our Services. The Site includes a link to the Portal’s log-in page.
Our Portal is available to Users who have opened an Account (as further detailed below) and will be made available to Users through a cloud based dashboard (the “Dashboard“), in which you will be able to manage, analyze and receive outputs to data you have uploaded to the Portal (the “User Data“).
The Site and/or the Portal may include any other content related thereto such as contact information, videos, text, logos, button icons, images, data compilations, links, other specialized content, technical data, documentation, know-how, specifications materials, designs, data, the “look and feel” of the Site and/or Portal, algorithms, source and object code, interface, GUI, interactive features related graphics, illustrations, drawings, animations, and other features obtained from or through the Portal (collectively, the “Content”). In addition, we may offer you updates via e-mail regarding any of our products, developments, and etc.
(Collectively: the “Service(s)”)
ALL RIGHTS IN AND TO THE CONTENT AVAILABLE ON THE SITE AND/OR THE PORTAL (OTHER THAN THE USER DATA) ARE RESERVED TO ACCESSIBLE LABS OR ITS LICENSORS. TO THE EXTENT LEGALLY PERMISSIBLE, THE PORTAL, THE SITE AND THE CONTENT AVAILABLE THEREIN ARE PROVIDED ON AN “AS IS” BASIS. ACCESSIBLE LABS WILL NOT BE LIABLE FOR ANY DAMAGES OR LOSS INCURRED TO YOU OR ANY OTHER PERSON AS A RESULT OF OR IN CONNECTION WITH YOUR USE OF THE PORTAL, THE SITE AND/OR THE CONTENT AVAILABLE THEREIN.
YOUR USE OF THE SITE AND/OR PORTAL AND/OR THE CONTENT AVAILABLE THEREIN IS ENTIRELY AT YOUR OWN RISK.
ACCESSIBLE LABS DOES NOT, EITHER EXPRESSLY OR IMPLICITLY, IN ANY MANNER ASSUME ANY RESPONSIBILITY FOR ANY LOSS, INJURY DAMAGES INCURRED AS A RESULT, OR IN CONNECTION WITH, THE USE OF THE SERVICE OR ANY DECISION MADE OR ACTION TAKEN OR NOT TAKEN IN RELIANCE ON THE USE OF THE SERVICE. WE DO NOT GUARANTEE THAT ANY OF THE USERS’ NEEDS WILL BE FULFILLED.
3. Fees and Payment
Once you register to our Service and create an Account (as defined below), your use of the Service will be free of charge for a period of 14 days (the “Free Trial Period“). Upon termination of the Free Trial Period, and unless otherwise agreed in writing between you and Accessible Labs, use of the Service is subject to the fees specified in our Site. In addition, you hereby acknowledge and agree that you may be charged for Internet, maintenance of network connection and data usage charges made through use of the Portal, according with the applicable rates charged by your respective third party internet and data usage service provider as may be from time to time.
The fees for the Service are specified in the Site. At the end of each billing period, you will be provided with an invoice via the email you have provided. In addition, an invoice will appear on your Account page.
Payments are currently accepted and processed solely in U.S Dollars. Please note that accessible Labs will round the fees to the nearest cent in the currency in which payment is made.
Fee rates may be amended from time to time by Accessible Labs at its sole discretion, and upon thirty (30) days prior written notice, in accordance with Section 20 below. If you do not agree to an updated fees schedule, you may terminate your use of the Service before the new fees are entered into effect.
All fees are exclusive of all federal, provincial, state or other governmental sales, local, goods and services, harmonized or other taxes, fees or charges now in force or enacted in the future (“ Taxes”). Taxes are in addition to fees for the Service and will be billed to your credit card if required by applicable law.
ACCESSIBLE LABS DOES NOT PROVIDE REFUNDS UNDER ANY CIRCUMSTANCES.
4. Use Restrictions
There are certain conducts, which are strictly prohibited when using the Service. Please read the following restrictions carefully. Failure to comply with any of the provisions set forth herein may result (at Accessible Labs’ sole discretion) in the termination of your use of the Service and may also expose you to civil and/or criminal liability.
You may not (and you may not permit any third party to), unless otherwise explicitly permitted under these Terms : (a) use the Service and/or the Content for any illegal, immoral, unlawful and/or unauthorized purposes; (b) use the Service and/or Content for non-personal or commercial purposes without Accessible Labs’ express prior written consent; (c) remove or disassociate, from the Content and/or the Portal and/or the Site any restrictions and signs indicating proprietary rights of Accessible Labs and/or its licensors and/or affiliates, including but not limited to any proprietary notices contained in such materials (such as ©,™, or ®), and you represent and warrant that you will abide by all applicable laws in this respect; (d) interfere with or violate Users’ rights to privacy and other rights, or harvest or collect personally identifiable information about Users without their express consent, whether manually or with the use of any robot, spider, crawler, any search or retrieval application, or use other manual or automatic device, process or method to access the and retrieve, index and/or data-mine information; (e) interfere with or disrupt the operation of the Site and/or Portal or the servers or networks that host the Portal and/or Site, or disobey any laws, regulations, requirements, procedures, or policies of such servers or networks; (f) falsely state or otherwise misrepresent your affiliation with any person or entity, or express or imply that the Company endorses you, your site or app, your business or any statement you make, or present false or inaccurate information about the Service; (g) take any action that imposes, or may impose, an unreasonable or disproportionately large load on our platform infrastructure, as determined by us; (h) bypass any measures we may use to prevent or restrict access to the Site and/or the Portal; (i) copy, modify, alter, adapt, replicate, make available, translate, port, reverse engineer, decompile, or disassemble any portion of the Content made available by Accessible Labs on or through the Site and/or Portal, or publicly display, reproduce, create derivative works from, perform, distribute, or otherwise use such Content; (j) copy, distribute, display, execute publicly, make available to the public, reduce to human readable form, decompile, disassemble, adapt, sublicense, make any commercial use, sell, rent, transfer, lend, process, compile, reverse engineer, combine with other software, translate, modify or create derivative works of any material that is subject to Accessible Labs’ proprietary rights, including Accessible Labs’ Intellectual Property (as such term is defined below), in any way or by any means, unless expressly permitted in the Terms under any applicable laws which expressly permits such actions; (k) make any use of the Content on any other app and/or site and/or networked computer environment for any purpose without Accessible Labs’ prior written consent; (l) create a browser or border environment around Accessible Labs Content (no frames or inline linking is allowed); (m) sell, license, or exploit for any commercial purposes any use of or access to the Site and/or Portal and/or Content; (n) frame or mirror any part of the Site and/or Portal without Accessible Labs’ prior express written authorization; (o) create a database by systematically downloading and storing all or any of the Content from the Site and/or Portal; (p) transmit or otherwise make available in connection with the Site and/or Portal any virus, worm, Trojan Horse, time bomb, web bug, spyware, or any other computer 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 actually or potentially harmful, disruptive, or invasive code or component; (q) use the Service for any purpose for which the Service is not intended (r) infringe and/or violate any of the Terms.
5. Registration and User Account
You may not assign or transfer your rights or delegate your duties under the Account without the prior written consent of Accessible Labs. You must notify us immediately of any unauthorized use of your Account or any other breach of security and in such events you must change your password immediately via the settings in the Portal. We cannot and will not be liable for any loss or damage arising from any failure of yours to comply with these Terms, i.e., if someone else accesses your Account through the registration information he/she has obtained from you or through a violation by you of these Terms, or for any unauthorized use of your credentials or Account or any other breach of security.
YOU ARE SOLELY AND FULLY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF THE PASSWORD AND ACCOUNT AND FOR ALL ACTIVITIES THAT OCCUR UNDER YOUR ACCOUNT.
CANCELLING YOUR ACCOUNT WILL CAUSE THE LOSS OF YOUR USER DATA AND/OR THE CAPACITY OF YOUR ACCOUNT. WE DO NOT ACCEPT ANY LIABILITY FOR SUCH LOSS. IF WE WILL TERMINATE YOUR ACCOUNT, WE WILL PROVIDE YOU A WRITTEN NOTICE, AND LET YOU RETREIVE YOUR USER DATA. A REASONABLE PERIOD OF TIME FOLLOWING SUCH NOTICE, YOUR USER DATA AND ANY INFORMATION INCLUDED IN YOUR ACCOUNT WILL BE DELETED PERMINANTLY FROM OUR OR OUR THIRD PARTY SERVICE PROVIDERS’ SERVERS.
6. Contacting us via the Site
You do not have to register in order to visit the Site. However, in order to contact us using the Site, you may use the massage box located at the bottom of the Site’s display.
The Terms do not convey to you an interest in or to the Company Intellectual Property (defined below) but only a limited revocable right of use in accordance with the Terms. Nothing in the Terms constitutes a waiver of the Company’s Intellectual Property under any law.
To the extent you provide any feedbacks, comments or suggestions to Accessible Labs regarding the Service (“Feedback”), Accessible Labs shall have an exclusive, royalty-free, fully paid up, worldwide, perpetual and irrevocable license to incorporate the Feedback into any Accessible Labs current or future products, technologies or services and use such Feedback for any purpose all without further compensation to you and without your approval. You agree that all such Feedback shall be deemed non-confidential.
9. Intellectual Property Rights
The Site, the Portal and the Content and the Company’s proprietary assets, including the Dashboard, and any and all intellectual property rights pertaining thereto, including, but not limited to, inventions, patents and patent applications, trademarks, trade names, service marks, copyrightable materials and trade secrets, whether or not registered or capable of being registered (collectively, “Intellectual Property”), are owned by and/or licensed to the Company and are protected by applicable copyright and other intellectual property laws and international conventions and treaties. All rights not expressly granted to you hereunder are reserved by the Company and its licensors.
You hereby agree that we may retain copies of certain information you transmit or make available via our Services for archival or backup purposes and in order to enforce the Terms, including investigation of potential violations thereof.
10. User Data
As between you and us, all of the User Data that you provide us with is your sole and exclusive property and you are solely responsible for it. These terms do not give us any right to the User Data except for the limited right which enables us to offer you the Services. We may also aggregate User Data with other User’s content in such a way that it will not identify you and we may use that aggregated User Data to develop and improve our Service. Except as otherwise provided in these Terms, we will not use the User Data.
Please be sure that while you use the Service and upload User Data you respect the proprietary rights including any intellectual property and privacy rights of third parties who have any rights with respect to the User Data you uploaded via the Service. In order to provide you with support services, we may have access to your User Data. Your grant of such access to us, shall comply with all laws, including privacy laws, to the extent applicable. Accessible Labs will not bear any liability for any loss, damage, cost or expense that you may suffer or incur as a result of or in connection with uploading any User Data.
You may not use our Service in order to collect information about others without their explicit consent, as required under any applicable laws (including with respect to collection information regarding children under the age of thirteen (13)). If the User Data includes personal information of third parties, you are fully responsible for obtaining the consent of the effected individuals as required under any applicable laws. It is hereby clarified that the User Data may include information regarding children under the age of thirteen (13) only in the event that the legal guardian of such child has agreed to such use, all as required under any applicable laws.
11. Trademarks and Trade names
“Accessible Labs” Accessible Labs™, Accessible Labs’ marks and logos and all other proprietary identifiers used by the Company and/or its third party affiliates in connection with the Service (“ Company Trademarks”) are all trademarks and/or trade names of the Company, whether or not registered. All other trademarks, service marks, trade names and logos, which may appear on the Site and/or Portal, belong to their respective owners (“Third Party Marks”). No right, license, or interest to the Company Trademarks and the Third Party Marks are granted hereunder, and you agree that no such right, license, or interest shall be asserted by you with respect to the Company Trademarks or Third Party Marks and therefore you will avoid using any of those marks.
12. Linking to Accessible Labs’ Site and Links to Third Parties’ Websites
We welcome links to any page on our Site. You are free to establish a hypertext link to the Site so long as the link does not state or imply any connection or approval of your website, products and/or services by Accessible Labs, and does not portray Accessible Labs in a false or otherwise offensive manner. You may not link to our Site from a site that you do not own or have permission to use. In the event that you link to Accessible Labs’ Site you represent that your site does not contain content that is unlawful, offensive or infringing third party rights. However, we do not permit framing or inline linking.
Certain links provided herein permit our Users to leave the Site and/or Portal and enter non-Accessible Labs websites or services, including Accessible Labs’ social networks pages, which are provided solely as a convenience to you. These linked websites and services are not under the control of Accessible Labs and it is not responsible for the availability of such external websites or services, and does not endorse and is not responsible or liable for any content including but not limited to content advertising, products or other information on or available from such linked sites and services or any link contained therein. In addition, Accessible Labs is not responsible or liable for such linked websites and services’ privacy practices and/or any other practices. Your access to, use of and reliance upon any such websites and/or services and/or content and your dealings with such third parties are at your sole risk and expense. Accessible Labs reserves the right to terminate any link at any time. You further acknowledge and agree that Accessible Labs shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused, by or in connection with use of or reliance on any services, content, products or other materials available on or through such linked s or resource.
13. Special provisions relating to Third Party Components
The Portal may use or include third party software, files and components that are subject to open source and third party license terms (“ Third Party Components”). Your right to use such Third Party Components as part of, or in connection with, the Portal is subject to any applicable acknowledgements and license terms accompanying such Third Party Components, contained therein or related thereto. If there is a conflict between the licensing terms of such Third Party Components and these Terms, the licensing terms of the Third Party Components shall prevail in connection with the related Third Party Components. These Terms do not apply to any Third Party Components accompanying or contained in the Portal and Accessible Labs disclaims all liability related thereto. You acknowledge that Accessible Labs is not the author, owner or licensor of any Third Party Components, and that Accessible Labs makes no warranties or representations, express or implied, as to the quality, capabilities, operations, performance or suitability of Third Party Components. Under no circumstances shall the Portal or any portion thereof (except for the Third Party Components contained therein) be deemed to be “open source“ or “publicly available“ software.
The Services’ availability and functionality depends on various factors, such as communication networks. Accessible Labs does not warrant or guarantee that the Service will operate and/or be available at all times without disruption or interruption, or that it will be immune from unauthorized access or error-free.
15. Changes to the Site and/or Portal
Accessible Labs reserves the right to modify, correct, amend, enhance, improve, make any other changes to, or discontinue, temporarily or permanently the Site and/or Portal (or any part thereof, including but not limited to the Content) without notice, at any time. In addition, you hereby acknowledge that the Content provided under the Site and/or Portal may be changed, extended in terms of content and form or removed at any time without any notice to you. You agree that Accessible Labs shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site and/or Portal or the Content included therein. You hereby agree that the Company is not responsible for any errors or malfunctions that may occur in connection with the performing of such changes.
16. Reference Customer
You (on behalf of your organization) agree that Accessible Labs may identify your organization as a user of the Services and use your organization’s trademark and/or logo (i) in sales presentations, promotional/marketing materials and press release, and (ii) in order to develop a brief customer profile for use by Accessible Labs for promotional purposes.
17. Disclaimer of Warranties
UNLESS OTHERWISE AGREED IN WRITTEN AGREEMENTS BETWEEN US AND YOU, TO THE FULLEST EXTENT LEGALLY PERMISSIBLE, THE SITE, THE DASHBOARD, THE PORTAL, AND THE CONTENT ARE PROVIDED ON AN “AS IS”, “ WITH ALL FAULTS” AND “AS AVAILABLE” BASIS, AND ACCESSIBLE LABS, INCLUDING ITS VENDORS, OFFICERS, SHAREHOLDERS, RESELLERS, SUB-CONTRACTORS, DIRECTORS, EMPLOYEES, AFFILIATES, SUBSIDIARIES, LICENSORS, AGENTS AND SUPPLIERS (COLLECTIVELY, “ ACCESSIBLE LABS’ REPRESENTATIVES”), DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE. YOU MAY HAVE ADDITIONAL CONSUMER RIGHTS UNDER YOUR LOCAL LAWS THAT THIS AGREEMENT CANNOT CHANGE.
UNLESS OTHERWISE AGREED IN WRITTEN AGREEMENTS BETWEEN US AND YOU, WE DO NOT WARRANT (I) THAT THE USE AND OPERATION OF THE PORTAL, THE SITE, THE DASHBOARD AND/OR CONTENT IS OR WILL BE SECURE, TIMELY, ACCURATE, COMPLETE, UNINTERRUPTED, WITHOUT ERRORS, OR FREE OF VIRUSES, DEFECTS, WORMS, OTHER HARMFUL COMPONENTS OR OTHER PROGRAM LIMITATIONS, (II) THAT ACCESSIBLE LABS WILL CORRECT ANY ERRORS OR DEFECTS IN THE SITE AND/OR PORTAL, (III) MAKE ANY REPRESENTATION REGARDING THE USE, INABILITY TO USE OR OPERATE, OR THE RESULTS OF THE USE OF THE SITE, THE PORTAL AND/OR THE CONTENT AVAILABLE THEREON (INCLUDING THAT THE RESULTS OF USING THE SITE AND/OR PORTAL WILL MEET YOUR REQUIREMENTS). ACCESSIBLE LABS AND ACCESSIBLE LABS’ REPRESENTATIVES DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE USE OF THE SERVICES INCLUDING BUT NOT LIMITED TO THE AVAILABILITY, RELIABILITY, ACCURACY OR THE QUALITY OF THE SITE AND/OR THE PORTAL AND ARE NOT AND SHALL NOT BE RESPONSIBLE FOR ANY ERROR, FAULT OR MISTAKE RELATED TO ANY CONTENT AND INFORMATION DISPLAYED WITHIN THE SITE AND/OR THE PORTAL.
WE USE INDUSTRY STANDARD ADMINISTRATIVE, PHYSICAL AND TECHNICAL SAFEGUARDS TO PROTECT THE CONFIDENTIALITY, INTEGRITY, AND SECURITY OF YOUR USER DATA. NONETHELESS, NO SECURITY MEASURES ARE 100% EFFECTIVE, AND WE CANNOT GUARANTEE ABSOLUTE SECURITY AND THAT THE USER DATA, WILL BE STORED AND/OR WILL NOT BE DELETED. ACCESSIBLE LABS SHALL NOT BE RESPONSIBLE OR LIABLE FOR UNAUTHORIZED ACCESS, HACKING, OR OTHER SECURITY INTRUSIONS OR FAILURE TO STORE OR THE THEFT, DELETION, CORRUPTION, DESTRUCTION, DAMAGE, OR LOSS OF ANY DATA OR INFORMATION INCLUDED IN THE USER DATA. YOU ARE SOLELY RESPONSIBLE FOR CREATING BACKUP COPIES OF THE USER DATA YOU UPLOAD OR STORE USING THE SERVICE AT YOUR SOLE EXPENSE.
WE ARE NOT RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR OTHERS THAT MAY RESULT FROM TECHNICAL PROBLEMS (INCLUDING WITHOUT LIMITATION IN CONNECTION WITH THE INTERNET SUCH AS SLOW CONNECTIONS, TRAFFIC CONGESTION, OVERLOAD OF SERVERS, DELAYS OR INTERRUPTIONS) OR ANY TELECOMMUNICATIONS OR INTERNET PROVIDERS.
YOU AGREE THAT USE OF THE SERVICE IS ENTIRELY AT YOUR OWN RISK.
INASMUCH AS SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSIONS OR LIMITATIONS AS SET FORTH IN THESE TERMS, THE FULL EXTENT OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY.
18. Limitation of Liability
UNLESS OTHERWISE AGREED IN WRITTEN AGREEMENTS BETWEEN US AND YOU, AND TO THE MAXIMUM EXTENT LEGALLY PERMISSIBLE, IN NO EVENT SHALL ACCESSIBLE LABS, INCLUDING ACCESSIBLE LABS’ REPRESENTATIVES BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, CONTRACT, NEGLIGENCE, TORT OR STRICT LIABILITY) (INCLUDING WITHOUT LIMITATION, LOSS OF GOODWILL, PROFITS OR DATA, INCLUDING THE USER DATA, AND BUSINESS INTERRUPTION) ARISING HEREUNDER, RESULTING FROM OR ARISING OUT OF THE SITE AND/OR THE PORTAL AND/OR THE CONTENT,YOUR USE OR INABILITY TO USE THE SITE, THE USER DATA AND/OR THE PORTAL AND/OR THE CONTENT AND/OR THE FAILURE OF THE SITE, AND/OR THE PORTAL TO PERFORM AS DESCRIBED OR EXPECTED, OR FROM THE PERFORMANCE OR FAILURE OF ACCESSIBLE LABS TO PERFORM UNDER THESE TERMS, ANY OTHER ACT OR OMISSION OF ACCESSIBLE LABS OR ACCESSIBLE LABS’ REPRESENTATIVES, BY ANY OTHER CAUSE WHATSOEVER; OR BASED UPON BREACH OF WARRANTY, GUARANTEE OR CONDITION, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER ACCESSIBLE LABS (OR ACCESSIBLE LABS’ REPRESENTATIVES) HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
UNLESS OTHERWISE AGREED IN WRITTEN AGREEMENTS BETWEEN US AND YOU AND IN ANY CASE, WITHOUT LIMITING THE GENERALITY OF THE AFOREGOING AND TO THE MAXIMUM EXTENT LEGALLY PERMISSIBLE, ACCESSIBLE LABS AND ACCESSIBLE LABS’ REPRESENTATIVES’ TOTAL AGGREGATE LIABILITY FOR ALL DAMAGES OR LOSSES WHATSOEVER ARISING HEREUNDER OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE THE PORTAL AND/OR THE CONTENT SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU, IF ANY, TO ACCESSIBLE LABS FOR USE OF THE SERVICE IN THE ONE-YEAR PERIOD PRECEDING THE EVENT GIVING RISE TO THE LIABILITY OR $US1.00, WHICHEVER IS GREATER. YOU WILL NOT, AND WAIVE ANY RIGHT TO, SEEK TO RECOVER ANY OTHER DAMAGES, INCLUDING CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT OR INCIDENTAL DAMAGES FROM US AND FROM ACCESSIBLE LABS’ REPRESENTATIVES.
You agree to defend, indemnify and hold harmless Accessible Labs and Accessible Labs Representatives from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including but not limited to attorney’s fees) arising from: (i) your use, misuse of, inability to use the Service and/or Content; (ii) your violation of any of theseTerms; and (iii) your violation of any third party rights, including without limitation any intellectual property rights or privacy right of such third party with respect to your use of the Service; and (iv) the User Data that you uploaded through the use of the Service; It is hereby clarified that this defense and indemnification obligation will survive the termination of the Terms.
Without derogating from the foregoing, we reserve the right to assume the exclusive defense and control of any matter which is subject to indemnification by you, which will not excuse your indemnity obligations hereunder and in which event you will fully cooperate with us in asserting any available defense. You agree not to settle any matter subject to an indemnification by you without first obtaining our prior express written approval.
20. Amendments to the Terms
Accessible Labs may, at its sole discretion, change these Terms from time to time, including any other policies incorporated thereto, so please re-visit this page frequently. In case of any material change, we will make reasonable efforts to post a clear notice on the Site and will send you an e-mail regarding such change. Such material changes will take effect seven (7) days after such notice was provided on our Site or sent via e-mail, whichever is the earlier. Otherwise, all other Changes to these Terms are effective as of the stated “Last Revised” and your continued use of the Service on or after the Last Revised date will constitute acceptance of, and agreement to be bound by, those changes. In the event that the Terms should be amended to comply with any legal requirements, the amendments may take effect immediately, or as required by the law and without any prior notice.
21. Termination of these Terms
These Terms shall remain in effect until terminated as set forth herein. Your failure to comply herewith shall terminate your license and these Terms. In the event of your failure to comply herewith, Accessible Labs may immediately (temporarily or permanently) limit, suspend or terminate your Account and your access to the Portal without notice. If you object to any term hereof, as may be amended from time to time, or become dissatisfied with the Service, you may terminate these Terms at any time by stopping your use thereof and this will be your sole remedy in such circumstances.
Upon termination of these Terms, unless otherwise agreed in writing between the parties: (i) the license and all other rights granted to you hereunder will automatically terminate, (ii) you must immediately cease all use of the Service, and so certify to Accessible Labs if required by it, and (iii) the provisions of these Terms that, by their nature and content, must survive the termination of these Terms in order to achieve the fundamental purposes of these Terms shall so survive. Without limiting the generality of the forgoing, the Intellectual Property, Disclaimer of Warranties, Limitation of Liability, Indemnification and General sections will survive the termination of the Terms.
Additionally, Accessible Labs may at any times, at its sole discretion, cease the operation of the Service or any part thereof, temporarily or permanently, delete any information from the Site and/or Portal or correct, modify, amend, enhance, improve and make any other changes thereto or discontinue displaying or providing any information, content or features therein without giving any prior notice. You agree and acknowledge that Accessible Labs does not assume any responsibility with respect to, or in connection with the termination of the Service’s operation and loss of any data.
Without limiting the generality of the foregoing, we may terminate or suspend your Account if we believe in our sole discretion that any of the following events occurred: (a) there is risk to the security or privacy of your Account; (b) there is a threat to the security or integrity of our network or our servers; (c) suspension is needed to protect the rights, property or safety of Accessible Labs, its users or the public; (d) there is a basis for termination of your Account; (e) you have violated these Terms; (f) we are required to by law. We may provide you a notice in the event of any such suspension. During such suspension, you will not have the ability to use or access your Account. In the event that we will determine, in our sole discretion, that the reason for suspension of access to your Account has been resolved, we will restore access to your Account.
(a) These Terms constitute the entire terms and conditions between you and Accessible Labs relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and the Company, (b) any claim relating to the Service or the Content contained therein will be governed by and interpreted in accordance with the laws of the State of Delaware without reference to its conflict-of-laws principles and the United Nations Convention Relating to a Uniform Law on the International Sale of Goods may not be applied, (c) any dispute arising out of or related to the Service will be brought in, and you hereby consent to exclusive jurisdiction of New Castle County, Delaware. You agree to waive all defenses of lack of personal jurisdiction and forum non-convenience and agree that process may be served in a manner authorized by applicable law or court rule. Notwithstanding the foregoing, Accessible Labs may seek injunctive relief in any court of competent jurisdiction, (d) these Terms do not, and shall not be construed to create any relationship, partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between the parties hereto, (e) no waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof, (f) YOU ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED, (g) if any provision hereof is adjudged by any court of competent jurisdiction to be unenforceable, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect while most nearly adhering to the intent expressed herein, (h) you may not assign or transfer these Terms (including all rights and obligations hereunder) without our prior written consent and any attempt to do so in violation of the foregoing shall be void. We may assign or transfer these Terms without restriction or notification, (i) no amendment hereof will be binding unless in writing and signed by Accessible Labs, and (j) the parties agree that all correspondence relating to these Terms shall be written in the English language.
24. For information, questions or notification of errors, please contact :
If you have any questions (or comments) concerning the Terms, you are most welcome to send us an e-mail and we will make an effort toreply within a reasonable time frame:firstname.lastname@example.org