Terms of Service

Last updated 15 May 2019

 

  1. This Service

The Envizage API (Service) is provided by Envizage (us, we) to you. Your use of this Service and any additional services introduced by us and contained within constitutes acceptance by you of these Terms & Conditions.

  1. Eligibility

You must be a minimum age of 18 to register on and use the Service. By registering and using the Service you warrant that you are 18 or older and understand your obligations under these Terms & Conditions.

  1. Registration and Account Integrity

3.1 As part of the registration process you will need to create an account, including a username & password. It is your responsibility to ensure that the information you provide is accurate, not misleading and relates to you. You cannot create an account or username & password using the names and information of another person or using words that are the trademarks or the property of another party (including ours), or vulgar, obscene or in any other way inappropriate. We reserve the right with or without notice to suspend or terminate any account in breach.

3.2 Where we provide an organisation with a number of user licenses for the Service these must be adhered to. User licenses cannot be shared between users. A breach of this clause will result in termination of the abused accounts and/or all accounts provided to the organisation.

3.3 If for any reason you suspect that your username & password has been disclosed to or obtained by another party you should contact us immediately. Please note that we never contact users requesting them to confirm their username & password or other details.

  1. Termination

The license granted in this Agreement will remain in effect, unless terminated earlier as set forth in this Agreement. Sections 4 (this Section), 5 (Intellectual Property), 10 (Limitations of Liability) and 11 (Indemnity) shall continue to be effective after this Agreement is terminated.

Unless you have a purchase order or other contractual commitment to Envizage:

  • You may terminate this Agreement at any time by canceling your account, and
  • We may, in our sole discretion for any or no reason, terminate this Agreement by canceling your account or any portion of your access to the Services

YOU ARE SOLELY RESPONSIBLE FOR EXPORTING YOUR CONTENT FROM THE SERVICES PRIOR TO CLOSING YOUR ACCOUNT. IF WE CANCEL YOUR ACCOUNT, WE WILL PROVIDE YOU A REASONABLE OPPORTUNITY TO RETRIEVE YOUR CONTENT, AS PERMITTED BY LAW.

You will not receive any refunds if you terminate this Agreement. If the Agreement is terminated, all of your rights under this Agreement immediately terminate and all fees and charges (including any applicable taxes) owed by you to us are due immediately, including fees after the date of termination.

 

  1. Intellectual Property
  2. Content. As between you and Envizage, you own Your Content. You are solely responsible for the development, operation, maintenance, and use of Your Content. For example, you are solely responsible for the application being built by you on top of the Envizage API.

 

  1. Changes to these Terms

We reserve the right, at our discretion, to change these Terms, as well as the Policies, on a going-forward basis at any time.

If the changed Terms or Policies materially modify your rights or obligations, we may require you to provide consent by accepting the changed Terms or Policies, as applicable. If we require your acceptance of the changed Terms or Policies, changes are effective only after your acceptance.

In the event that a change to these Terms or Policies does not materially modify your rights or obligations, we will make reasonable efforts to notify you of such change. We may provide notice through a pop-up or banner within the Services, by sending an email to any address you may have used to register for an account, or through other similar mechanisms. These changes are effective upon publication of the changed Terms or Policies.

If you do not accept the changed Terms or Policies, we may terminate your access to and use of the Services. If you are under contractual commitment to Envizage, we may choose not to renew your contract.

Disputes arising under this Agreement will be resolved in accordance with the version of this Agreement that was in effect between the parties at the time the dispute arose.

  1. Support

We will provide technical support to you pursuant to our Support Policy. Custom Service Level Agreements or support agreements may be available.

 

  1. Security

As with any cloud service, you have ongoing security responsibilities to protect Your Content and your Enclave Containerized Services. You hereby agree to the terms of our Security Policy.

 

  1. Disclaimer
  2. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ENVIZAGE AND THE OTHER ENVIZAGE PARTIES WILL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, WARRANTY, OR OTHERWISE, FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, PUNITIVE OR SPECIAL DAMAGES OR LOST PROFITS, EVEN IF ENVIZAGE OR THE OTHER ENVIZAGE PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  THE TOTAL LIABILITY OF ENVIZAGE AND THE OTHER ENVIZAGE PARTIES FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR OUR SERVICES, REGARDLESS OF THE FORM OF THE ACTION, IS LIMITED TO THE GREATER OF TWO HUNDRED DOLLARS ($200) OR THE AMOUNT PAID BY YOU TO USE OUR SERVICES.

THE LIMITATIONS SET FORTH IN THIS SECTION 13 WILL NOT LIMIT OR EXCLUDE LIABILITY FOR THE GROSS NEGLIGENCE, FRAUD OR INTENTIONAL MISCONDUCT OF ENVIZAGE OR THE OTHER ENVIZAGE PARTIES OR FOR ANY OTHER MATTERS IN WHICH LIABILITY CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.  IN SUCH STATES OR JURISDICTIONS, THE LIABILITY OF ENVIZAGE AND THE OTHER ENVIZAGE PARTIES TO YOU SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

  1. Indemnity

To the fullest extent permitted by applicable law, you agree to indemnify, defend and hold harmless Envizage and our officers, directors, agents, Third Party Service Providers, and employees (individually and collectively, the “Envizage Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Claims”) arising out of or related to (a) your access to or use of the Services; (b) your User Content or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of any person or entity (including intellectual property rights or privacy rights); or (e) your conduct in connection with the Services. You agree to cooperate with Envizage Parties in defending third party Claims and pay all fees, costs and expenses associated with defending such Claims (including, but not limited to, attorneys’ fees). You also agree that the Envizage Parties will have control of the defense or settlement, at Envizage’s sole option, of any third party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Envizage or the other Envizage Parties.