MODIUS360 TERMS OF SERVICE
These Terms of Service (“Terms”) govern your use of the Modius360 platform and all services connected to the Modius360 platform, including, but not limited to the Modius360 website and related mobile applications (the “Services”), provided by Modius360, LLC (the “Company”).
ACCEPTANCE OF TERMS
This Terms of Service document is an agreement you must accept in order to use the Services. This is a legal agreement ("Agreement") between You and the Company, for use of the Services which You selected or initiated. "You" refers to the individual and/or entity who registered and/or provided in the Modius360.com website, his or her credit card or other payment mechanism for the Services. If the Services are being purchased on behalf of an entity by an individual authorized to purchase the Services on behalf of such entity, then "You" also refers to such entity.
If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to this Agreement. In that case, the terms “you” or “your” shall also refer to such entity, its staff and its affiliates, as applicable. If you do not have such authority, or if you do not agree with this Agreement, you may not use the Service. You acknowledge that this Agreement is a contract between you and Modius360, LLC, even though it is electronic and is not physically signed by you, and that it governs your use of the Service.
Violation of any of the terms of this Agreement may result in the termination of your account.
The Company may at its sole discretion modify the features of the Services from time to time without prior notice. Modius360 reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Modius360 shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
If any users send us any feedback or suggestions regarding the Service, you grant Modius360 an unlimited, irrevocable, perpetual, free license to use any such feedback or suggestions for any purpose without any obligation to you.
ACCESS TO THE SERVICES
You will receive a password and account designation upon completing the Service's registration process. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify Modius360 of any unauthorized use of your password or account or any other breach of security; and (b) ensure that you exit from your account at the end of each session.
You may not use the service for any purpose which is illegal or violates any laws in your jurisdiction, in the jurisdiction of the United States of America, or in any way that intentionally or unintentionally violates any applicable local, state, national or international law.
Any software associated with the Services is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.
YOUR CONTENT AND DATA
We claim no intellectual property rights over the data and material you provide to the Service. All materials uploaded remain yours.
“Data" means any data and content you upload, post, transmit or otherwise made available via the Services including data entered and/or created by the Services, profile information and anything else you enter or upload into the Service. Modius360 will make commercially reasonable efforts to ensure that all facilities used to store and process Your Data meet a high standard for security.
In order for us to provide services to you, we require that you grant us certain rights with respect to your Data. For example, we need to be able to transmit, store and copy your Data in order to display it to you and your colleagues, to index it so you are able to search it, to make backups to prevent data loss, and so on. Your acceptance of this Agreement gives us the permission to do so and grants us any such rights necessary to provide the service to you, only for the purpose of providing the service (and for no other purpose). This permission includes allowing us to use third-party service providers in the operation and administration of the Service and the rights granted to us are extended to these third parties to the degree necessary in order for the Service to be provided. Depending on the service, this may involve moving your data across jurisdictional lines, or across country borders.
The Company will not share, disclose, sell, lease, modify, delete or distribute any Data provided by you in any manner. The Company will also not view the Data provided by you except when given permission by you for the purpose of support.
You agree that Modius360 may include your business name in a list of Modius360’s customers online and in print and electronic marketing materials in an appropriate fashion. If you’d prefer to not have your details included please contact us.
CONDUCT ON Modius360
You may not use the Modius360 Platform to:
- Upload, post, transmit, or otherwise make available any of Your Data that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable
- Upload or transmit images that contain nudity, weapons, violence or drugs
- Impersonate, or misrepresent your relationship with, any person or entity
- Upload or transmit any Content that you do not have a right to make available, or that infringes any patent, trademark, trade secret, copyright, privacy, or other proprietary rights of any party.
We reserve the right to terminate any account that is in breach of these terms.
You are not obligated to purchase any of the Services. If You elect to purchase Service packages or additional Services, you may elect to provide a credit card or other payment mechanism selected by You.
You agree that the Company may charge to Your credit card or other payment mechanism selected by You and approved by the Company for Your Prepaid Account ("Your Account") and all amounts due and owing for the Services, including service fees, subscription fees or any other fee or charge associated with Your use of the Services. if there are any annual, monthly or similar periodic fees for Your subscription. These fees will be billed automatically to the credit card designated during the registration process for the Services, or subsequently designated to the Company at the start of the subscription period.
Prices of all Services are subject to change at any time. The company will strive wherever possible to give advance notice. Such notice may be provided at any time by posting the changes to the Modius360 website or the Service itself.
All payments authorized by you into your account are final. There is no refunding of your account regardless of whether you use the Services or not.
In connection with your purchase and/or use of the Service you may be subject to taxes, including, without limitation, sales and use taxes, by any authority which has jurisdiction to impose such taxes. You agree that the obligation and payment of any such taxes shall be your sole and absolute responsibility, and you agree to indemnify Modius360 to the extent that Modius360 incurs any obligations or other liabilities in connection with such taxes.
You agree that in the event The Company is unable to collect the fees owed to the Company for the Services through your Account, the Company may take any other steps it deems necessary to collect such fees from you and that you will be responsible for all costs and expenses incurred by the Company in connection with such collection activity, including collection fees and legal costs. You further agree that the Company may collect interest at the lesser of 1.5% per month or the highest amount permitted by law on any amounts not paid when due.
CHANGING YOUR LEVEL OF SERVICE
The Services provided by Modius360 allow you to upgrade or downgrade your service by adding additional users.
If you upgrade your service level by adding users, the Company will charge you thus: 1) the service for the added user will be free until the date of the regular monthly charge, and the charge shall be the regular monthly charge for that user from that time forth. No refunds are available
We are actually prorating them for the days of the month, I will find out the exact daily rate
CANCELLATION OF ACCOUNT
You are solely responsible for properly canceling your account. An email or phone request to cancel your account is not considered cancellation. You can cancel your account at any time by accessing the subscription settings panel in your settings page.
All of your content will be immediately inaccessible from the Service upon cancellation. Within 30 days, all this content will be permanently deleted from all backups and logs. This information can not be recovered once it has been permanently deleted.
The Company, in its sole discretion but for good cause only, has the right to suspend or terminate your account and refuse any and all current or future use of the Service for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all content in your account. The Company reserves the right to refuse service to anyone for any reason at any time for good cause.
ABUSE OF FEATURES
The features made available through the Services are intended for the normal use of the software. Abuse of features may result in a ban or removal of service. In extreme cases, we reserve the right to temporarily suspend your account. We'll always attempt to reach out to the account owner before taking any action except in rare cases where the level of use may negatively, immediately impact the performance of the Service for other customers.
NO RESELLING OR USE OUTSIDE OF PERMITTED TERMS
Other than using the Services as permitted under the terms and conditions of this Agreement or other written agreements between you and the Company, You may not resell, distribute, make any commercial use of, or use on a time-share or service bureau basis.
USE OF THIRD PARTY APPLICATIONS AND API ACCESS
Abuse or excessively frequent requests to the Service via the API may result in the temporary or permanent suspension of your account's access to the API. The Company, in its sole discretion, will determine abuse or excessive usage of the API. The Company will make a reasonable attempt via email to warn the account owner prior to suspension.
The Company and/or its suppliers, as applicable, retain ownership of all proprietary rights in the Services and in all trade names, trademarks and service marks associated or displayed with the Services. You will not remove, deface or obscure any of the Company's or its suppliers' copyright or trademark notices and/or legends or other proprietary notices on, incorporated therein, or associated with the Services. You may not reverse engineer, reverse compile or otherwise reduce to human readable form any software associated with the Services.
These Terms will be governed by the laws of the State of Utah, without regard to its conflict of laws principles. The parties agree that any action brought by one party against another shall be in the state or federal courts of the State of Utah.
DISCLAIMER; limitation of liability
Disclaimer. Neither any opinion, advice or statement of us or our affiliates, licensors, suppliers, agents or visitors, whether made on our website or otherwise nor the results of any operation of the Service by you constitute representations or warranties of us or give rise to any rights of reliance or otherwise for the benefit of you or any third party. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to this website for the reconstruction of any lost data. We do not assume any responsibility or risk for your use of our Service and the Internet. ANY AND ALL SERVICES PROVIDED BY US TO YOU ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY AND NONINFRINGEMENT AND ALL WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. Applicable law may not allow the exclusion of implied warranties, so the above exclusions may not apply to you. WE AND OUR AFFILIATES, LICENSORS, SUPPLIERS, AND AGENTS DO NOT WARRANT THAT YOUR USE OF OUR WEBSITE OR MATERIALS WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED OR THAT OUR WEBSITE, THE SERVER(S) ON WHICH OUR WEBSITE IS HOSTED OR OUR MATERIALS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. Without limiting the generality of the foregoing, we hereby disclaim any and all liability for any damage to or other impact on your equipment, hardware, software, data or other information or materials, whether or not caused by or related to (either directly or indirectly) your use of the Service, including but not limited to claims relating to faulty, malfunctioning or inoperable Service.
Limitation of Liability. IN NO EVENT WILL WE NOR ANY OF OUR AFFILIATES, LICENSORS SUPPLIERS OR AGENTS, NOR OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES (“INDEMNIFIED PARTIES”), BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR DAMAGES FOR LOSS OF PROFITS, REVENUE, BUSINESS, SAVINGS, DATA, USE OR COST OF SUBSTITUTE PROCUREMENT, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH DAMAGES ARE FORESEEABLE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH OUR WEBSITE, MATERIALS OR ANY LINKED SITE IS TO STOP USING THEM. THE SOLE AND EXCLUSIVE MAXIMUM LIABILITY OF ALL INDEMNIFIED PARTIES COLLECTIVELY FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT PAID BY YOU, IF ANY, TO ACCESS OR use OUR WEBSITE OR OUR MATERIALS. YOUR USE OF OUR WEBSITE AND ANY MATERIALS PROVIDED THROUGH OUR WEBSITE IS ENTIRELY AT YOUR OWN RISK. You acknowledge that the limitations of liability in these Terms and the allocation of risk herein are an essential element of the bargain between you and us, without which we would not have provided the Service. Our pricing reflects this allocation of risk and the limitation of liability specified herein.
Errors. A possibility exists that our website or materials could include inaccuracies or errors or information or materials that violate these Terms. Additionally, a possibility exists that unauthorized alterations could be made by third parties to our website or materials. Although we attempt to ensure the integrity of our website, we make no guarantees as to its completeness or correctness. If a situation arises in which our website’s completeness or correctness is in question, please contact us with, if possible, a description of the material to be checked and the location (URL) where such material can be found on our website.
If you have any questions regarding this Agreement or if you wish to discuss the terms of service contained herein please contact Modius360.