NOTICE: BY ACCEPTING THIS AGREEMENT YOU AGREE TO FOLLOW AND BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. 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 THE TERMS AND CONDITIONS HEREIN AND, IN SUCH EVENT, "YOU" AND "YOUR" AS USED IN THIS AGREEMENT SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU OR SUCH ENTITY DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT USE THE SERVICES.
This Cloud Services Agreement (this "Agreement") is between ASI Communications, Inc. ("ASI") and the individual or entity that has executed this Agreement ("You"). This Agreement sets forth the terms and conditions that govern you use of ASI's Platform.
PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS PLATFORM. By accessing or using this website, mobile application or other product or service (collectively the "Platform") on any computer, mobile phone, tablet, console or other device (collectively, "Device"), you signify that you have read, understand and agree to be bound by these Terms of Use and any other applicable law, whether or not you are a registered user. ASI may change these Terms of Use at any time without written notice, effective upon its posting to the Platform. Your continued use of the Platform shall be considered your acceptance to the revised Terms of Use. If you do not agree to these Terms of Use, please do not use this Platform.
Intellectual Property
All intellectual property on the Platform (except for User Generated or User Added Data) is owned by ASI or its licensors, which includes materials protected by copyright, trademark, or patent laws. All trademarks, service marks and trade names (e.g., the ASI logo and design) are owned, registered and/or licensed by ASI. All content on the Platform (except for User Generated and User Added Data), including but not limited to text, software, scripts, code, designs, graphics, photos, sounds, music, videos, applications, interactive features and all other content ("Content") is a collective work under United States and other copyright laws and is the proprietary property of ASI. All rights reserved.
Platform Use Restrictions
You may use the ASI Platform only for your own use to participate in the Platform.
You agree not to change or delete any ownership notices from materials downloaded or printed from the Platform. You agree not to modify, copy, translate, broadcast, perform, display, distribute, frame, reproduce, republish, download, display, post, transmit or sell any Intellectual Property or Content appearing on the Platform without ASI's prior written consent, unless it is your own User-Generated Content or Customer Data that you legally post on the Platform. You agree not to use any data mining, robots, or similar data gathering methods. Nothing in these Terms of Use shall be interpreted as granting any license of intellectual property rights to you.
Safeguard Your Username/Password
You are responsible for any actions that take place while using your account. Keep your username/password secure and do not allow anyone else to use your username/password to access the Platform. ASI is not responsible for any loss that results from the unauthorized use of your username/password, with or without your knowledge. Every user should have their own unique username/password. Strong Password policies are NOT enforced by the system. It is the users responsibility to provide a strong, secure password and to keep it safe.
NON Disclosure of Confidential Information and Data
By virtue of this Agreement, the parties may have access to information that is confidential to one another ("Confidential Information"). We each agree to disclose only information that is required for the performance of obligations under this Agreement. Confidential information shall include the Your Content and Your Data residing in the Platform, and all information clearly identified as confidential at the time of disclosure.
A party's Confidential Information shall not include information that: (a) is or becomes a part of the public domain through no act or omission of the other party; (b) was in the other party's lawful possession prior to the disclosure and had not been obtained by the other party either directly or indirectly from the disclosing party; (c) is lawfully disclosed to the other party by a third party without restriction on the disclosure; or (d) is independently developed by the other party.
We each agree not to disclose each other's Confidential Information to any third party other than as set forth in the following sentence for a period of three years from the date of the disclosing party's disclosure of the Confidential Information to the receiving party; however, ASI will hold Your Confidential Information that resides within the Platform in confidence for as long as such information resides in the Platform. We each may disclose Confidential Information only to those employees, agents or subcontractors who are required to protect it against unauthorized disclosure in a manner no less protective than required under this Agreement. ASI will protect the confidentiality of Your Content or Your Data residing in the Platform in accordance with the ASI security practices defined as part of this agreement.
In addition, Your Personal Data will be treated in accordance with the terms of the Privacy Policy, a copy of which is linked to this Agreement and becomes a part of this Agreement by reference. The ASI Privacy Policy is subject to change at ASI's discretion; however, ASI policy changes will not result in a material reduction in the level of protection provided as part of this Agreement.
Nothing in this Agreement shall prevent either party from disclosing the Confidential Information to a governmental entity as required by law. Should either party be compeled to disclose information to a legal authority under this agreement, the Parties agreee to notify the other immediately of said disclosure, unless such notification is restricted by similar order.
Limitation of Liability
ASI, IT'S LICENSEES, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO: ANY LOST PROFITS OR LOST DATA THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE PLATFORM; THE PERFORMANCE OF THE PRODUCTS PURCHASED THROUGH THE PLATFORM; THE CONDUCT OF OTHER PLATFORM USERS. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE PLATFORM. YOUR ONLY REMEDY AGAINST ASI FOR USE OF THE PLATFORM OR ANY CONTENT IS TO STOP USING THE PLATFORM. IF ASI IS FOUND TO BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS WHICH IS IN ANY WAY CONNECTED WITH YOUR USE OF THIS PLATFORM OR ANY CONTENT, ASI'S LIABILITY SHALL NOT EXCEED US $250.00 or the amount you have paid over a 3 month period whichever is less. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Severability
If any provision in these Terms of Use is deemed unlawful, void or unenforceable, then that provision is deemed severable from these Terms of Use and the remaining provisions are still valid and enforceable.
Termination
ASI reserves the right in its sole discretion to terminate your account, delete your profile and any of your User Generated Content, and restrict your use of all or any part of the Platform for any or no reason, without notice, and without liability to you or anyone else. ASI also reserves the right to block users from certain IP addresses or Device numbers and prevent access to the Platform.
In the event that you desire to terminate your account, you will be required to remove your User Generated Content within 10 days after which it will be permanantly deleted.