Terms of Service

1. Registration and Access Controls

    

   You are responsible for maintaining the confidentiality of your login names and passwords and you accept responsibility for all activities, charges, and damages that occur under your account. If you have reason to believe that someone is using your account without your permission, you should contact us immediately. We will not be responsible for any loss or damage resulting from your failure to notify us of unauthorized use.

   If we request registration information from you, you must provide us with accurate and complete information and must update the information when it changes. You are responsible for updating the registration information to ensure it continues to be current, complete, and accurate. We may accept or reject registration requests for the Site and Services in our sole discretion and may revoke registration and accounts at any time, without cause or prior notice. You may not access any age-restricted Services unless you are above the required age.

2. Acceptable Use

    

   Without limiting any other provision in these Terms, you may not use or help others to use the Site and Services to do the following:

   1. 2.1 Threaten, defame, stalk, abuse, or harass other persons or engage in illegal activities;

   2. 2.2 Link to the Site and Services from a site that is inappropriate, profane, vulgar, offensive, false, disparaging, defamatory, obscene, illegal, sexually explicit, racist, or that promotes violence, racial hatred, or terrorism, or that we deem, in our sole discretion, to be otherwise objectionable;

   3. 2.3 Transmit any material that is inappropriate, profane, vulgar, offensive, false, disparaging, defamatory, obscene, illegal, sexually explicit, racist, or that promotes violence, racial hatred, or terrorism, or that we deem, in our sole discretion, to be otherwise objectionable;

   4. 2.4 Frame the Site and Services, display the Site and Services in connection with an unauthorized logo or mark, or do anything that could falsely suggest a relationship between Apex Cloud Technologies and any third party or potentially deprive us of revenue (including, without limitation, revenue from advertising, branding, or promotional activities);

   5. 2.5 Engage in unauthorized “scraping,” or harvesting of the Site or Content, or contact or other personal information, or use any other unauthorized automated means to compile such information;

   6. 2.6 Violate any person’s or entity’s legal rights (including, without limitation, intellectual property, privacy, and publicity rights), transmit material that violates or circumvents such rights, or remove or alter intellectual property or other legal notices;

   7. 2.7 Transmit files that contain viruses, spyware, adware, or other harmful code;

   8. 2.8 Defeat any access controls, access any portion of the Site and Services that we have not authorized you to access (including password-protected areas), link to password-protected areas, attempt to access or use another user’s account or information, or allow anyone else to use your account or access credentials.

   9. 2.9 Advertise or promote goods or services without our permission (including sending spam);

   10. 2.10 Interfere with others using the Site and Services or disrupt the Site and Services; or,

   11. 2.11 Transmit, collect, or access personally identifiable information about other users without the consent of those users.

   12. 2.12 Impersonate any person or entity or otherwise misrepresent your affiliation or the origin of materials you transmit.

3. Term and Termination

    

   1. 3.1 Term.The term of the Agreement commences as of the effective date set forth in the Agreement and shall continue for the time frame set forth in the Agreement, unless superseded or otherwise terminated by mutual written agreement of the parties or pursuant to the termination provisions hereto.

   2. 3.2 Renewal Terms. After the initial term of the Agreement, the term of the Agreement will automatically renew for subsequent one-year periods until a party provides at least 30 days written notice prior to the end of the then-current term.

   3. 3.3 Termination. In addition to any other express termination right set forth elsewhere in the Agreement:

      1. either party may terminate the Agreement, effective on written notice to the other party, if the other party breaches the Agreement (including Customer’s failure to pay any amount due under the Agreement), and such breach:
         1. is incapable of cure; or
         2. being capable of cure, remains uncured 30 days after the non-breaching party provides the breaching party with written notice of such breach; and
      2. Either party may terminate the Agreement, effective immediately upon written notice to the other party, if the other party:
         1. becomes insolvent or is generally unable to pay, or fails to pay, its debts as they become due;
         2. files or has filed against it, a petition for voluntary or involuntary bankruptcy or otherwise becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency Law;
         3. makes or seeks to make a general assignment for the benefit of its creditors; or
         4. applies for or has appointed a receiver, trustee, custodian or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.
       

   4. 3.4 Effect of Expiration or Termination. Upon any expiration or termination of the Agreement, except as expressly otherwise provided in the Agreement:

      1. All rights, licenses, consents, and authorizations granted by either party to the other hereunder will immediately terminate;
      2. Provider shall return to Customer, or at Customer’s written request destroy, all documents and tangible materials containing Customer Data or Customer’s Confidential Information;
      3. Customer shall immediately cease all use of any Services or Provider Materials and promptly return to Provider, or at Provider’s written request destroy, all documents and tangible materials containing any Provider Materials or Provider’s Confidential Information;
      4. Provider may immediately disable all Customer and Authorized User access to the Services and Provider Materials; and
      5. if Customer terminates the Agreement Customer will be relieved of any obligation to pay any Fees attributable to the period after the effective date of such termination and Provider will refund to Customer any pre-paid Fees for Services that Provider has not performed as of the effective date of termination.
       

   5. 3.5 Surviving Terms. The provisions set forth in the following sections, and any other right or obligation of the parties in the Agreement that, by its nature, should survive termination or expiration of the Agreement, will survive any expiration or termination of the Agreement.

4. Fee-Based Services

    

   If you purchase fee-based products or features, you agree to the terms and conditions governing all such purchases, including all requirements to pay applicable fees. We will notify you of any changes to charges.

   We may offer trial subscriptions to paid services for free or at special discounted prices. Unless otherwise stated, trial subscriptions and any other subscription services we provide will be automatically renewed at the current subscription rate if you do not cancel before the end of the trial period. You may need to cancel your subscription at least 10 days prior to its renewal date in order to avoid further charges.

   Unless otherwise stated, all fees and charges are non-refundable, including for unused portions of cancelled subscriptions. We do not provide price protection.