Last updated: March 12, 2020
IMPORTANT! Before using the OptAdEasy system (“OptAdEasy”, “System”) operated by AdTech Innovation Limited (“AdTech Innovation Limited”, “us”, “we”, or “our”) and the relevant services provided thereon (“Service(s)”) or the proprietary technology (including software, hardware, products, processes, algorithms, know-hows, techniques, designs and other technical materials) (“Technology”) made available to you by us in providing the Service, please read the following terms and conditions (“Terms and Conditions”, “Terms”) carefully.
By registering to use the Service by clicking the “I accept” button displayed online, you agree to the following terms and conditions governing your use of our online service, including but not limited to the use of software components on a hosted basis and associated support options (collectively, the “Service”).
If you are entering into this agreement (“Agreement”) on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these terms and conditions, in which case the terms "you" or "your" shall refer to such entity. If you do not have such authority, or if you do not agree with these terms and conditions, you must select the "I decline" button and you may not access or use the Service.
Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to any person or persons who access or use the Service. By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the Terms then you may not access or use the Service.
Term of AgreementThis Agreement commences on the date this Agreement is accepted by you (“Start Date”). Upon the expiration of the initial term as you select during the online subscription (“Initial Term”), this Agreement will automatically renew for successive renewal terms in duration equal to the Initial Term (“Renewal Term(s)”) unless you give notice 30 days prior to the expiration of the term or unless earlier terminated as set forth in this Agreement.
Upon any expiration or termination of this Agreement, your rights to use or access the Service shall immediately terminate.
License Grant & RestrictionsWe hereby grant you a non-exclusive, non-transferable, limited, revocable, worldwide right to use the Service during the Initial Term and Renewal Term(s) (collectively “License Term”), solely for your own internal business purposes, subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by us and our licensors. You may not access the Service for purposes of monitoring its availability, performance or functionality, or for any other benchmarking, reverse engineering, or other competitive purposes.
You shall not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service, the Technology or the content of OptAdEasy in any way; (ii) modify or make derivative works based upon the Service, Technology or the content of OptAdEasy; or (iii) decompile, reverse-engineer, translate, convert, adapt, alter, modify, enhance, add to, delete or in any way tamper with the Service in order to (a) build a competitive product or service, (b) build a product using ideas, features, functions or graphics that are similar to those related to the Service, or (c) reproduce, download, re-publish, sell, re-sell, rent, lease, loan, distribute any ideas, features, functions or graphics of the Service. Sharing of the Service outside your organization is never allowed.
AccountsWhen you create an account with us, you must provide us information that is current, complete, and accurate at all times. Failure to do so constitutes a breach of the Terms, which may result in an immediate termination of your account on our Service.
You are responsible for all activities occurring under the accounts of any people who are authorized by you or have been supplied usernames and passwords by you to use the Service (collectively “Users”) and shall abide by all applicable laws, treaties and regulations in connection with your use of the Service, including those related to data privacy, international communications and the transmission of technical or personal data.
You are responsible for safeguarding the password that you use to access or use the Service and for any activity or action under your password, whether your password is with our Service or a third-party service.
You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.
You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any right of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene. You expressly agree that we cannot be held liable for any loss or damage arising out of any misrepresentation you make in this regard.
The proper assignment of usernames and passwords for the Service and adherence to all Terms of this Agreement are your sole responsibility. You are responsible for maintaining the confidentiality of your usernames, passwords and accounts. You shall notify us immediately of any unauthorized use of any password or account or any other known or suspected breach of security.
You are and shall remain the owner of all accounts with the advertising programs and/or platforms and/or any other applicable program (collectively “Advertising Platforms”) operated by online advertising companies, including but not limited to Google, and any online advertising companies included or to be included in the Service (collectively “Online Advertising Companies”). We are not a party to the financial relationship between you and the Advertising Platforms. Any fee charged by us is for our Service offerings only.
Subscriptions, Billing and RenewalThe Service are billed on a subscription basis ("Subscription(s)"). You will be billed on a recurring and periodic basis ("Billing Cycle"). Billing cycles are set on a monthly or quarterly basis and payments are required to be made on a monthly or quarterly basis, unless you select a subscription plan with annual prepayment which we charge annually.
A valid payment method, including credit card, is required to process the payment for your Subscription. By submitting such payment information, you automatically authorize us to charge all Subscription fees incurred through your account to any such payment instruments.
Unless you select a subscription plan with annual prepayment which we charge annually, we charge monthly or quarterly for use of the Service. We will automatically renew your subscription as described in the section headed “Term of Agreement” and bill your credit card as mutually agreed upon unless you give notice, which may be provided by e-mail or via the online contact form specified by us, 30 days prior to the expiry of the Licensed Term or unless earlier terminated as set out in other terms or provisions in this Agreement. The renewal charge will be equal to the Subscription fees in effect during the prior term, unless we have given you at least 30 days prior notice, which may be provided by e-mail, of a fee increase, which shall be effective upon renewal and thereafter.
Fees for other services will be charged on an as-quoted basis.
Our fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties.
You agree to provide us with current, complete and accurate billing and contact information.
You agree to update such information in a timely manner when there is any change to it. If the contact information you have provided is false or fraudulent, we reserve the right to terminate your access to the Service in addition to any other legal remedies.
If you believe any invoice we send to you is incorrect, you must contact us in writing within 30 days of the date of the invoice setting forth details regarding the inaccuracy to be eligible to receive an adjustment or credit.
Our Charges and Payment of Fees by ClientsYou shall pay all fees or charges to your account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. The initial charges will be equal to the current price of the Subscription associated with your chosen monthly online advertising budget at the fee currently in effect. All payment obligations are non-cancellable and all amounts paid are non-refundable. Unless otherwise specified, all payments must be made in advance. You must provide us with information for a valid credit card for online payment as a condition to signing up for the Service. You represent that you are authorized to provide any credit card you use to sign up for the Service.
Your monthly online advertising budget specified in your Subscription will be adjusted upward automatically and the Subscription fees payable by you will be adjusted by the System accordingly when your actual monthly online advertising spend on the Advertising Platforms exceeds the then monthly online advertising budget specified in your Subscription. For the avoidance of doubt, your monthly online advertising budget and the corresponding Subscription fees payable by you can only be adjusted upward, but not downward. Changes to your advertising spend on the Advertising Platforms leading to change in your monthly online advertising budget will result in an adjustment to your fees, and will be subject to the following: (i) the term for the Subscription charging the new fees will be coterminous with the pre-existing License Term (either Initial Term or Renewal Term, as the case may be); (ii) the Subscription fees will be the then current, generally applicable Subscription fees; and (iii) any fee increase that results from changes made in the middle of a billing month will take effect in the next billing month following such change.
Any currency conversion required during the use of the Service under circumstances including, but not limited to, the currency of advertising spend in your advertising account(s) on Advertising Platforms being different from the currency used for your OptAdEasy advertising budget, will be automatically performed pursuant to OptAdEasy’s internal exchange rate. OptAdEasy’s internal exchange rate may vary from time to time.
Fee Changes by OptAdEasyWe, in our sole discretion and at any time, may modify the Subscription fees and the budget levels/ online advertising budget for the Subscriptions or to introduce new charges. We will provide you with at least 30 days prior notice, which may be provided by e-mail, of any change in Subscription fees to give you an opportunity to terminate your Subscription before such change becomes effective.
Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.
Use of ServicesYou may use the Service only for your internal business purposes and shall not:
- upload or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts or programs;
- interfere with the integrity or performance of the Service or the data contained therein;
- attempt to interfere with our infrastructure, sites, servers or networks;
- attempt to gain unauthorized access to the Service or its related systems or networks;
- take any action that imposes an unreasonably large load on our infrastructure, sites, servers or networks;
- restrict or inhibit any other user from using and enjoying the Service; or
- violate any applicable laws or regulations.
We shall be entitled to adjust the scope of the Service and the underlying technical infrastructure to reflect the continuing development of the Service and technical advances. The information and contents on OptAdEasy and the relevant websites are subject to change without notice. We reserve the right, in its sole discretion but without any obligation, to make improvements to, or correct any errors or omissions in any portion of this app/website at any time.
No joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement or use of the Service.
Free TrialWe may, at our sole discretion, offer a Subscription with a free trial for a limited period of time ("Free Trial"). You will be required to enter your contact information in order to sign up for the Free Trial.
At any time and without notice, we reserve the right to (i) modify the terms and conditions of the Free Trial offer; (ii) cancel such Free Trial offer; or (iii) terminate the Free Trial for any Users before the expiration of such Free Trial for any reason.
In the event that you are being provided with a Free Trial under this Agreement, all provisions of this Agreement pertaining to warranties by OptAdEasy, covenants by OptAdEasy, indemnification by OptAdEasy, payment obligations and similar shall not apply. For the avoidance of doubts, all provisions of this Agreement pertaining to representations, warranties, covenants or indemnification by you shall still apply.
Non-Payment and SuspensionIn addition to any other rights granted to us herein, we reserve the right to suspend or terminate this Agreement and your access to the Service if your account becomes delinquent (falls into arrears). Accounts in arrears 14 days after payment due date are subject to suspension. You will be required to settle all the overdue payment in order to reactivate the suspended account.
If you or we initiate termination of this Agreement, you will be obligated to pay the balance due on your account for the applicable Initial Term or Renewal Term, as the case may be, computed in accordance with the section headed “Charges and Payment of Fees”.
You agree that we may charge such unpaid fees to your credit card or otherwise bill you for such unpaid fees. We reserve the right to impose a reconnection fee in the event you are suspended and thereafter request access to the Service.
RefundsAll payment obligations are non-cancellable, and all amounts paid or prepaid are non-refundable.
Customer ContentOur Service allows you to post, link, store, share and otherwise make available certain information, text, graphics, images, animations, videos, or other material ("Customer Content"). You are solely responsible for the Customer Content that you post to the Service and/or the Customer Content generated directly or indirectly by you using the Service, including its legality, reliability, and appropriateness.
By posting Customer Content to the Service, you grant us the right and license to use, modify, perform, display, reproduce, and distribute such Customer Content on and through the Service. You retain any and all of your rights to any Customer Content you submit, post or display on or through the Service and you are responsible for protecting those rights.
You shall (i) report to us immediately and use best efforts to stop immediately any copying or distribution of the content of OptAdEasy that is known or suspected by you or your Users; (ii) not impersonate another user of OptAdEasy or provide false identity information to gain access to or use the Service; (iii) not use the Service to defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others; (iv) not publish, post, upload, e-mail, distribute or disseminate any hostile, defamatory, misleading, infringing, disturbing or unlawful content; and (v) not collect, store or transmit personal information about individuals or any information that is subject to applicable privacy laws or regulations.You hereby authorize us to allow such Customer Content and advertisements to be published throughout the network of advertising channels operated by Online Advertising Companies and any other company networks and social media platforms included in the Service from time to time, and their network of participating websites and other distribution outlets.
Further, you acknowledge and agree that Online Advertising Companies included in the Service may, in its sole discretion, (i) edit your Customer Content for size and fit purposes, (ii) label any advertisement as an “advertisement” or other designations for clarification purposes, (iii) create advertisements based upon the Customer Content and other specifications provided by us through the applicable application programming interface and/or other applicable interface, and (iv) create, delete, modify and optimize your account.
We do not own any Customer Content or advertisements provided by you hereunder, provided that you hereby grant us a worldwide, royalty-free, non-exclusive right to use, reproduce, create derivative works of, distribute, perform, transmit and publish your Customer Content and advertisements for the sole purpose of providing you with the Service.
You are solely responsible for all Customer Content provided or published by you in connection with the Service under any URL of the System.
Representations & WarrantiesEach party represents and warrants that it has the legal power and authority to enter into this Agreement. You represent and warrant that you have not falsely identified yourself nor provided any false information to gain access to the Service and that your billing information is correct.
You represent and warrant that: (i) you own the Customer Content or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of your Customer Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.
You represent, warrant and covenant to us and its third-party suppliers that (i) any Customer Content you provide is and shall be current, complete, and accurate , (ii) you have all necessary rights and are fully authorized to publish the Customer Content and create or have created advertisements, and (iii) all Customer Content complies with the requirements set forth by Online Advertising Companies on their respective websites with respect to their Advertising Platforms, as the case may be, including such other websites and programs as may be included in the Service from time to time.
We represent and warrant that it will provide the Service in a manner consistent with general industry standards reasonably applicable to the provision thereof.
You further represent, warrant and covenant to us and its suppliers that (a) at all times you shall comply with all applicable laws, treaties and regulations, (b) you will not generate, or encourage others to generate, automated or fraudulent impressions or clicks of advertisements on any Online Advertising Companies or other advertising network, (c) you are responsible for obtaining and maintaining accounts for use of the Advertising Platforms, and (d) your advertisements do not and will not advertise illegal activity or constitute illegal or fraudulent business practices in the jurisdiction in which the advertisements are displayed.
Customer Information and DataWe do not own any keyword data, information, performance data, paid search campaigns or materials that you submit to our Service or our System (collectively, "Customer Data") in the course of using our Service or our System. You hereby grant us a worldwide, royalty-free, non-exclusive right during the License Term to use, reproduce, create derivative works of, distribute, perform, transmit and publish your Customer Data for the sole purposes of (i) processing your Customer Data in connection with providing you with the Service, and (ii) storing or hosting the Customer Data in a remote database or on the website of OptAdEasy for access by your Users.
Your private Customer Data is accessible only to you and persons explicitly authorized by you; data is not shared with other customers, or with any other third party; provided that we reserve the right to use your Customer Data in order to compile, analyze and disclose to third parties aggregated metrics, data and trends related to the use of its offerings as long as such metrics, data and trends do not contain uniquely identifiable Customer Data.
You, shall have sole responsibility for the accuracy, quality, integrity, legality, appropriateness, and intellectual property ownership or right to use all Customer Data, and we shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Customer Data. Use of the Service is subject to existing laws and legal processes. Nothing contained in this Agreement will limit our right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Service, which may include disclosing your Customer Data to the applicable authorities.
We reserve the right at all times to disclose any information as we deem necessary to satisfy any applicable law, regulation, legal process or governmental request, in our sole discretion.
Intellectual PropertyThe Service and its original content, features and functionality, excluding Customer Content, are and will remain the exclusive property of us and our licensors. The Service is protected by copyright, trademark, and other laws of both Hong Kong and/or other applicable foreign countries. Our trademarks shall not be used in connection with any product or service without our prior written consent.
This Agreement does not convey to you any rights of ownership in or related to the Service or any intellectual property rights owned by us.
When you upload Customer Content, you give to us a worldwide, non-exclusive, royalty-free, transferable licence (with right to sub-licence) to use, reproduce, distribute, prepare derivative works of, display, and perform that Customer Content in connection with the provision of the Service and otherwise in connection with the provision of the Service and our business.
Access to Google Ads and other Accounts of Online Advertising PlatformsYou acknowledge and agree that during the use of our Service, our Service and/or System may make necessary changes to the way it connects to your Google Ads accounts and/or the settings of your Google Ads accounts and/or other Advertising Platforms, including but not limited to the search keywords of your advertising campaigns.
Interactions with Third Party and Links to Third Party WebsitesOur Service may contain links to third-party websites or services that are not owned or controlled by us. We do not endorse any website or web page on the Internet that are linked and/or connected through the Service and does not endorse any third-party goods or services that are made available to you in connection with your use of the Service.
During use of the Service, you may enter into correspondence with, or purchase or sign up to receive goods and/or services from, third parties, or you may participate in promotions of advertisers or sponsors showing their goods and/or services through the Service. Any such activity, and any term, condition, warranty or representation associated with such activity, are solely between you and the applicable third parties.
We or our licensors have no control over, and assumes no responsibility for the content, privacy policies, or practices of any third-party website or service. You further acknowledge and agree that we shall not be responsible or liable for any damages or losses caused or alleged to be caused by or in connection with (i) use of or reliance on any such content, goods or service available on or through any such website or service and (ii) any correspondence, purchase or promotion between you and any such third parties.
We provide the Service to you pursuant to the terms and conditions of this Agreement. You recognize, however, that certain third-party providers of ancillary services, software, or hardware may require your agreement to additional or different licenses or other terms prior to your use of or access to such services, software, or hardware. Service features that interoperate with the Advertising Platforms depend on the continuing availability of the Advertising Platforms, as the case may be, application programming interface and program for use with the Service. If Online Advertising Companies, or their affiliates or any other applicable third party ceases to make the Advertising Platforms or relevant programs, or other third-party application programming interfaces or relevant programs, as the case may be, available on reasonable terms for the Service, we may cease providing such Service features.
We strongly advise you to read the terms and conditions and privacy policies of any third-party website or service that you visit or use.
TerminationWe, in our sole discretion, may terminate or suspend your account immediately, without prior notice or liability, for any reason whatsoever, including but not limited to any breach of any Terms of this Agreement. Any breach of your payment or other material obligations or unauthorized use of the Service or the Technology will be deemed a material breach of this Agreement.
Upon termination, your right to use the Service will immediately cease. If you wish to terminate your account, you must give notice, which may be provided by e-mail or via the online contact form specified by us, 30 days prior to the expiration of the Licensed Term. Upon receiving such a notice, your subscription will not be renewed, and this Agreement will expire and terminate at the end of the Licensed Term.
All provisions of the Terms which by their nature should survive termination shall survive any expiration or termination, including but not limited to ownership provisions, warranty disclaimers, indemnity and limitations of liability.
In the event this Agreement expires or is terminated for any reason, you agree to extract your Customer Data and Customer Content from the System prior to such expiration or termination. You agree and acknowledge that we have no obligation to retain the Customer Data or Customer Content and may delete or remove such Customer Data and Customer Content 30 days after expiration or termination. You further agree and acknowledge that we have no obligation to retain Customer Data or Customer Content and that such Customer Data and Customer Content may be irretrievably deleted if your account is 30 days or more delinquent.
DisclaimerYour use of the Service is at your sole risk. The Service is provided on an "AS IS" and “AS AVAILABLE” basis. The Service is provided by us and its licensors without warranties of any kind, whether express or implied, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.
We and our subsidiaries, affiliates, and its licensors do not warrant nor guarantee that:-
- the actual amount of fees and/or costs saved as a result of adopting or using the suggestions and/or strategies including but not limited to the optimization strategies provided by the Service will meet the amount of saving, estimated saving, “wasted spend” or any other similar allegation and/or representation as displayed or indicated in the Service (Any amount of saving, estimated saving or “wasted spend” or any other similar allegation and/or representation as displayed or indicated in the Service is solely for reference only);
- the Service will function uninterrupted, secure or available at any particular time or location;
- the Service will function without failure nor delay;
- the Service is free of viruses, harmful components or other destructive properties, which may adversely affect your hardware, software or equipment or any data transmitted, stored or processed in relation to the Service;
- the results of using the Service or the performance of System will meet your requirements or expectations;
- any stored data will be accurate or reliable;
- the quality of any products, services, information, leads or other material purchased or obtained by you through the service will meet your requirements or expectations; or
- errors or defects will be corrected.
The Service or any other services provided by us may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications. We are not responsible nor liable for any delay, delivery failure, interruption, interception, suspension, loss, unavailability, mutilation or other failure in providing the Service or resulting from such problems.
Limitation of LiabilityIn no circumstances will (i) we and our subsidiaries, affiliates, and its licensors; (ii) the respective agents of (i); or (iii) the respective officers and employees of (i) and (ii) be liable or responsible to you or any other person for any indirect, incidental, special, consequential or punitive damages, including but not limited to, loss of profits or interest, data, use, goodwill, or other intangible losses, in connection with our providing of the Service, or failure or delay in providing the Service, or resulting from (i) your access to or use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and (iv) unauthorized access, use or alteration of your transmissions or content.
Without limiting the generality of the foregoing and notwithstanding any other provision of these terms, under no circumstances will we ever be liable to you or any other person for any indirect, incidental, consequential, special, punitive or exemplary loss or damage arising from, connected with, or relating to your use of the Service, these Terms, the subject matter of these Terms, the termination of these Terms or otherwise, including but not limited to loss of data, business, markets, savings, income, profits, use, production, reputation or goodwill, anticipated or otherwise, or economic loss, regardless of any negligence or other fault or wrongdoing by us or any person for whom we are responsible, and even if we have been advised of the possibility of such loss or damage being incurred.
To the fullest extent permitted by the applicable laws, treaties and regulations, we expressly disclaim all conditions, undertakings, representations and warranties of any kind (whether express or implied) in relation to the Service and the content of OptAdEasy. These include any implied conditions and warranties of quality or fitness for a particular purpose.
Mutual IndemnificationYou shall indemnify and hold us, our licensors and each such party's parent organizations, subsidiaries, affiliates, officers, directors, employees, contractors, attorneys and agents harmless from and against any and all claims, costs, damages, obligations, losses, liabilities and expenses (including but not limited to legal fees and costs) resulting from, arising out of or in connection with: (i) a claim alleging that use of the Customer Data or the Customer Content infringes the rights of, or has caused harm to, a third party; (ii) a claim, which if true, would constitute a violation by you of your representations and warranties; (iii) a claim arising from the breach by you or your Users of this Agreement; or (iv) any use and access of the Service, by you or any person using your account and password, whether or not authorized by you, provided in any such case that we (a) give written notice of the claim promptly to you; (b) provide to you all reasonably available information and assistance; (c) give you sole control of the defence and settlement of the claim (provided that you may not settle or defend any claim unless you unconditionally release us of all liability and such settlement does not affect our business or Service); and (c) have not compromised or settled such claim.
We shall indemnify and hold you and your parent organizations, subsidiaries, affiliates, officers, directors, employees, contractors, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including reasonable legal fees and costs) resulting from, arising out of or in connection with a claim alleging that the Service directly and knowingly infringes a copyright, a patent, or a trademark of a third party; provided that you (a) promptly give written notice of the claim to us; (b) provide to us all reasonably available information and assistance; (b) give us sole control of the defence and settlement of the claim (provided that we may not settle or defend any claim unless it unconditionally releases you of all liability); and (c) have not compromised or settled such claim.
We shall have no indemnification obligation, and you shall indemnify us pursuant to this Agreement, for claims arising from any infringement arising from the modification of the Service by you or any third party not authorized by us or the combination of the Service with any of your product, service, hardware or business process.
NoticeWe may give notice by means of a general notice on the Service, e-mail to your e-mail address on record in our account information, or by written communication sent by prepaid post to your address on record in our account information. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by prepaid post) or 24 hours after sending (if sent by e-mail).
You may give notice to us (such notice shall be deemed given when received by us) at any time by any of the following: e-mail to finance@optadeasy.com or letter to us delivered by prepaid post to our office address.
Governing Law and JurisdictionThis Agreement and these Terms shall be governed and construed in accordance with the laws of Hong Kong, and the parties hereto hereby irrevocably submit to the non-exclusive jurisdiction of the Hong Kong courts.
Entirety of AgreementOur failure to enforce any right or provision of this Agreement and these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between you and us regarding our Service, and supersede and replace any prior or contemporaneous negotiations, discussions or agreements, whether written or oral between you and us regarding the Service. No text or information set forth on any other documents apart from this Agreement, including but not limited to purchase orders and pre-printed forms shall add to or vary the terms and conditions of this Agreement.
Modification to TermsWe reserve the right, at our sole discretion, to modify or replace these Terms at any time. You are responsible for regularly reviewing this Agreement. If a revision is material, we will try to provide notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
By continuing to access to or use our Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you must stop using our Service.
Assignment; Change in ControlThis Agreement may not be assigned by you without our prior written approval, but may be assigned by us without your consent to (i) a parent or subsidiary, (ii) an acquirer of assets, or (iii) a successor by merger. Any purported assignment by you in violation of this section shall be void.
Privacy PolicyPlease refer to our Privacy Policy. You agree that they constitute part of these terms. You must read our Privacy Policy before you use the Service.
We reserve the right to modify our privacy and security policies in our reasonable discretion from time to time.