This Agreement is a legally binding contract between REMME CORPORATION (“Keyhub”, “we”, “us”, or “our”) and you, the person accessing and using Service (referred to throughout the Agreement as “Customer,” “you” “your”, “yours” or “yourself”). By clicking to accept the Agreement, you acknowledge that you have read and understood the Agreement and agree to be bound by its terms. If you do not agree to be bound by the terms of the Agreement, you must not click that you accept or access or use the Service.
We reserve the right to change, modify, add or remove provisions of these Terms from time to time for any reason. Except the terms of your subscription to the Service. We will provide you with notice of such changes by sending an e-mail, providing notice on the homepage of the Website and/or by posting the amended Terms via our Website and updating the "Last Updated" date at the top of these Terms. In any case we suggest that you review these terms periodically for changes. Such changes shall be effective immediately upon posting them on the website. You acknowledge that by accessing the Service after we have posted changes to the Terms, you are agreeing to the modified provisions.
1. Subscriptions: Specific details regarding your subscription to the Service (such as cost, duration, and license limitations) will be selected or identified when you complete the online sign-up process on our website (the “Sign-up Process”). When you complete the Sign-up Process, you will be able to select the subscription plan that you wish to purchase or use a free version of the Service. After that, your subscription will start and continue for the period you select either during the Sign-up Process or at a later time in your Account Settings (“Subscription Period”). After you complete the Sign-up Process, you can access and make certain changes to the details of your subscription, e.g. upgrade or downgrade your subscription plan.
2. Support. Keyhub will use commercially reasonable efforts to provide basic technical support for the Service to Customer (“Support Service”).
Use of the Service and Restrictions
1. License to Use and Access: For the duration of the subscription, Keyhub grants to Customer a non-exclusive, non-transferable license to access and use the Service in accordance with the Agreement and solely for your own internal business purposes. There are no implied licenses granted to the Service, all of our rights not expressly granted by the license in this Section are retained by us.
2. When you create an account with us, you guarantee that you are above the age of 18, and that the information you provide us is accurate, complete, and current at all times. Inaccurate, incomplete, or obsolete information may result in the immediate termination of your account on the Service. You are responsible for maintaining the confidentiality of your account and password, including but not limited to the restriction of access to your computer and/or account. You agree to accept responsibility for any and all activities or actions that occur under your account and/or password, whether your password is with our Service or a third-party service. 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 rights of another person or entity other than you, without appropriate authorization. You may not use as a username any name that is offensive, vulgar or obscene. We reserve the right to refuse service, terminate accounts, remove or edit content, or cancel orders in our sole discretion.
3. License Restrictions: Customer agrees that it will not, and will not allow third parties, directly or indirectly (a) modify, translate, copy or create derivative works based on the Service, (b) reverse assemble, reverse compile, reverse engineer, decompile or otherwise attempt to discover the object code, source code, non-public APIs or underlying ideas or algorithms of the Service, except as and only to the extent this restriction is prohibited by law, (c) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Service available to any third party, (d) remove or obscure any copyright, trademark or other proprietary notices, legends or Keyhub branding contained in or on the Service, (e) use the Service in any way that violates any applicable federal, state, local or international law or regulation, (f) attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Dashboard, or (g) use or access the Service to build or support and/or assist a third party in building or supporting products or Service competitive to the Service. Customer also agrees to comply and will ensure that its Authorized Users comply, with any usage limitations of the Service agreed to during the Sign-up Process and/or as stated in your Account Settings.4. Responsibility: Customer must comply with the Agreement and is fully responsible for the Agreement. If we believe there is a violation of the Agreement, we will, in most cases, ask Customer to take direct action rather than intervene. However, we reserve the right to take further action (including suspending your use of or access to the Service ), when we deem it reasonably appropriate if Customer does not take suitable action itself, or if we believe Customer is violating applicable law or there is a credible risk of harm to us, or the Service, or any of our other customers.
1. Fees: Customer will pay for access to and use of the Service as explained during the Sign-up Process and/or as stated in your Account Settings(“Fees”). All Fees must be paid in U.S. dollars. Payment obligations are non-cancelable and, except as expressly stated in these Customer Terms, non-refundable. We may modify our Fees or introduce new fees in our sole discretion; Customer understands that revised or new fees may be required by changes in our business or offerings. Any new or revised fees will only become effective on the renewal of your Subscription Period. If you agree to other payment terms with us, you will pay for your subscription to the Service according to the payment terms we (both parties) agree upon.
3. Taxes: Fees are exclusive of any taxes, levies, duties, or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction. Customer will be responsible for paying all such taxes associated with its purchases, except for those taxes based on our net income.
4. Overdue Fees: If you fail to pay any Fees, we may suspend your access to the Service pending payment of such overdue Fees. If we can’t withhold payment from your payment instrument to renew the subscription to the Service, after 30 days we may suspend your access to the Service. If you believe that we have charged your payment instrument incorrectly, you must contact us no later than ten (10) days after the date of payment, in order to receive an adjustment or credit. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not promptly update your payment instrument information, (a) we reserve the right to suspend your access to the Service until such time as payment is successfully settled, including past due payments, if any, and (b) you authorize us to continue charging your payment instrument, as it may be updated. If your use of the Service exceeds the capacities or limits selected during the Sign-up Process or your Account Settings or otherwise requires the payment of additional fees, you authorize Keyhub to charge such additional fees to your payment instrument.
Term and Termination
1. Agreement Term: This Agreement will start when you accept it through the Sign-up Process and terminate when your Subscription Period ends.
2. Auto-Renewal: Your subscription to the Service will automatically renew for additional periods equal to one (1) month or a period equal to your Subscription Period. Either party may choose not to renew your subscription to the Service. If you do not wish to renew your subscription, you must select the appropriate non-renewal options in your Account Settings. If we choose not to renew your subscription, we will notify you and terminate your access to the Service at the end of your then-current Subscription Period.
3. Termination: You may choose to downgrade or cancel your subscription to the Service at any time through your Account Settings. No refunds will be given for cancellation of your subscription during the Subscription Period. No refunds will be given if your subscription to the Service is downgraded, cancelled, or otherwise terminated (regardless of the reason).
4. Effect of Termination: If these Terms of Service terminate for any reason you authorize us to charge your payment instrument or bill you for any unpaid Fees covering the remainder of the then-current Subscription Period. In no event will any termination relieve Customer of the obligation to pay any Fees payable to us. All licenses granted hereunder will immediately terminate and you will no longer have the right to access or use the Service.
1. Ownership of Keyhub. Remme owns the Service and its technical documentation related to the Service (collectively the “Keyhub Materials”). Keyhub retains all right, title and interest (including, without limitation, all patent, copyright, trademarks, trade secret and other intellectual property rights) in and to the Keyhub Materials, all related and underlying technology and any updates, enhancements, upgrades, modifications, patches, workarounds, and fixes thereto and all derivative works of or modifications to any of the foregoing. There are no implied licenses under the Agreement and any rights not expressly set forth in the Agreement are hereby expressly reserved by Keyhub.
2. License to User Content: In case you upload or share any feedback, suggestion, idea or other information or material (hereinafter referred to as "Content") with us you automatically grant us a worldwide license to use your content. It becomes part of the public domain as long as it remains on our Website and Service. It can be used for marketing or any other purposes at our sole discretion. You will not be entitled to, and hereby waive any claim for, acknowledgment or compensation based on any Content or any modifications made based on any such Content.
3. Usage Data: As we operate the Service, we collect data pertaining to Customers with the Service, including information about the performance of the Service and measures of the operation of the Service (“Usage Data”). Provided that the Usage Data is aggregated and anonymized, and no personal identifying information of the Customer is revealed to any third party, the parties agree that Keyhub is free to use the Usage Data in any manner. Keyhub owns all right, title, and interest in and to such Usage Data.
4. Feedback. You may from time to time provide suggestions, comments or other feedback with respect to the Service (“Feedback”). Keyhub may want to incorporate this Feedback into its Service and this clause provides us with the necessary license to do so. You hereby grant to us and our assigns a royalty-free, worldwide, perpetual, irrevocable, fully transferable and sublicensable right and license to use, disclose, reproduce, modify, create derivative works from, distribute, display and otherwise distribute and exploit any Feedback as we see fit, entirely without obligation or restriction of any kind.
The Service and all related components and information are provided on an “as is” and “as available” basis without any warranties of any kind, and we expressly disclaim any and all warranties, whether express or implied, including the implied warranties of merchantability, title, fitness for a particular purpose, and non-infringement. customer acknowledges that we do not warrant that the Service will be uninterrupted, timely, secure, or error-free. Some jurisdictions do not allow the disclaimer of certain types of warranties, so the above disclaimers may not apply to you. this agreement grants specific legal rights, and customer and authorized users may also have other rights that vary from jurisdiction to jurisdiction. The foregoing disclaimers will not apply to the extent prohibited by applicable law.
Limitation of Liability
Keyhub will not be liable with respect to any cause related to or arising out of this agreement, whether in an action based on a contract, tort (including negligence and strict liability) or any other legal theory, however arising, for (a) indirect, special, incidental or consequential damages, (b) damages based on lost revenues or profits, loss of business or goodwill shall, loss or corruption of data or breaches in system security or (c) any damages that, in the aggregate, exceed the amounts paid or payable to elastic projects within the twelve (12) months immediately preceding the event that gave rise to the liability. These limitations shall apply whether or not a party has been advised of the possibility of such damages and notwithstanding any failure of essential purpose of any limited remedy.
Customer agrees to defend, indemnify, and hold harmless Keyhub and its officers, directors, and employees from and against any claim, proceeding, or other action arising out of (a) the allegation that the Customer Information infringes any party’s intellectual property rights, (b) Customer o violation of any applicable law, rule, regulation, or third-party right, including without limitation any right of privacy, (c) Customer gross negligence, fraud, or willful misconduct; or (d) any third party’s access and use of the Service with Customer unique username, password or other appropriate security code (provided that such access and use was not our fault).
1. Publicity: Customer grants us the right to use Your company name and logo as a reference for marketing or promotional purposes on our website and in other public or private communications with our existing or potential customers, subject to Your standard trademark usage guidelines.
3. Force Majeure. Neither us nor Customer will be liable by reason of any failure or delay in the performance of its obligations on account of events beyond the reasonable control of a party, which may include denial-of-service attacks, a failure by a third-party hosting provider or utility provider, strikes, shortages, riots, fires, acts of God, war, terrorism, and governmental action.
4. No Third-Party Beneficiaries. There are no third-party beneficiaries to the Agreement; a person who is not a party to the Agreement may not enforce any of its terms under any applicable law.
5. Email Communications. All notices under the Agreement will be provided by email, although we may instead choose to provide notice to Customer through the Service. Notices to us must be sent to email@example.com. Notices will be deemed to have been duly given (a) the business day after it is sent, in the case of notices through email; and (b) the same day, in the case of notices through the Service.
6. Amendment and Waivers. We may change these Terms of Service and the other components of the Agreement except the terms of your subscription to the Service. If we make a material change to the Agreement, we will provide you with reasonable notice prior to the change taking effect, either by emailing the email address associated with your account or by messaging you through the Service. You can review the most current version of the Terms of Service at any time by visiting this page and by visiting the most current versions of the other pages that are referenced in the Agreement. The materially revised Agreement will become effective on the date set forth in our notice, and all other changes will become effective upon posting of the change. If you (or any Authorized User) accesses or uses the Service after the effective date, that use will constitute Customer’s acceptance of any revised terms and conditions.
7. Severability. This Agreement will be enforced to the fullest extent permitted under applicable law. If any provision of the Agreement is held by a court of competent jurisdiction to be contrary to law, the provision will be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of the Agreement will remain in effect.
8. Assignment. Neither party will assign or delegate any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, we may assign the Agreement in its entirety, without consent of Customer, in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets. Any purported assignment in violation of this section is void. Subject to the foregoing, the Agreement will bind and inure to the benefit of the parties, their respective successors and permitted assigns.
9. Governing Law and Venue. This Agreement, and any disputes arising out of or related hereto, will be governed exclusively by the internal laws of the State of Massachusetts, without regard to its conflicts of laws rules or the United Nations Convention on the International Sale of Goods.