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The "ArboStar" service enables users to run a field service business including but not limited to scheduling, CRM, IP Calls and SMS messaging, location tracking, invoicing, billing and payment integration functions, all as further described on the "Features" page of the website and the underlying infrastructure hardware, software, network storage and related technology required to run the service is provided by ArboStar, its third party vendors and hosting partners (referred to “ArboStar” and “We” further in the text).
1. “Subscriber” must register for and maintain an account with us to use the Service.2. Upon registration, “Subscriber” must provide accurate and complete information and keep it updated at all times. Failure to provide the information required will result in your account suspension and further termination.3. Only authorized users may use “Subscriber’s” account to use the service and conduct other activities and transactions with “ArboStar”.4. “ArboStar” is not responsible for any activities within your account. To protect “Subscriber’s” account from unauthorized use, the “Subscriber” shall keep identification and password secure5. Should any unauthorized use or security breach occur or suspected, “Subscriber” needs to notify “ArboStar” immediately. Should there be any unauthorized use by third parties who have obtained access to the service directly or indirectly through “Subscriber”, “Subscriber” should take all steps reasonably necessary to terminate the unauthorized use. “Subscriber” will cooperate and assist with any actions taken by “ArboStar” to prevent or terminate unauthorized use of the Service.
Subject to the terms and conditions of this Agreement, “ArboStar” grants the “Subscriber” limited, worldwide, non-exclusive, non-transferable, non-sublicensable right during the term of this Agreement for the use of the Service by “Subscriber” and their personnel solely in connection with “Subscriber’s” internal business operations.
Fees and Payment
“Subscriber” agrees to pay the fees for the “Service”subscription and services selected at the time that the term of this Agreement, begins, as well as upon renewal. “Subscriber” shall authorize “ArboStar” (either directly or through its third party payment processor) to charge the credit card provided by “Subscriber” (which “Subscriber” represent and warrant that they are authorized to use) for all applicable fees for subscription, including all applicable taxes. Should “ArboStar” fail to receive payment from “Subscriber’s” credit card provider or otherwise as agreed, you agree to pay all amounts due upon demand, and ArboStar may suspend your access to the Service.
All sales are final and “ArboStar” shall not issue refunds except as expressly provided in this Agreement. “Subscriber” shall promptly reimburse “ArboStar” for any costs incurred in connection with collection of past-due amounts, including attorneys’ fees, and ArboStar may, as a result of late payment, among other remedies available to it, discontinue its provision of the Service to you in accordance with this Agreement.
The term of this Agreement commences upon “Subscriber’s” registration for the Service subscription and remains in effect for the term of your subscription. Subscriptions are month-to-month or annual unless otherwise agreed.
The term of “Subscriber”subscription, including the obligation to pay the applicable Service subscription fees, will automatically renew for additional successive terms of the same duration unless terminated as specified in this Section. “Subscriber” may terminate this Agreement at any time upon written notice to ArboStar. For the purposes of providing notice of non-renewal as described in this paragraph, notice via email to ArboStar at moc.ratsobra%40troppus will be deemed sufficient.
Upon termination, “Subscriber” access to the Service and any information stored by the Service will also terminate. ArboStar may terminate this Agreement at any time upon 30 days’ prior written notice for its convenience, and will refund “Subscriber”a pro-rata portion of any unused, prepaid fees.
“ArboStar” may immediately, without notice, suspend or terminate your access to the Service and terminate this Agreement for any of the following reasons: (a) breach any provision of this Agreement by “Subscriber”; (b) “Subscriber” seek to hack the security mechanisms of the Service, or we otherwise determine that “Subscriber” or his agents use of the Service poses a security risk to us or to another user of the Service; (c) you introduce a malicious program into the network or a virtual machine instance; (d) you cause network interference that affects Service performance for other customers; (e) you use the Service in a way that we determine, in our sole discretion, is abusive or disrupts or threatens the performance or availability of the Service; or (e) we receive notice or we otherwise determine, in our sole discretion, that “Subscriber” may be using the Service for an illegal purpose or in a way that violates the law or violates, infringes, or misappropriates the rights of any third party.
If this Agreement is terminated for any reason: (i) you will pay to ArboStar any fees or other amounts that have accrued prior to the effective date of the termination; (ii) any and all liabilities accrued prior to the effective date of the termination will survive. Following termination and upon your request and subject to any specific restrictions applicable to you or your data, ArboStar will make reasonable efforts to export and provide to you in electronic format the information “Subscriber” have uploaded to the Service (service fees may apply), but ArboStar is not obligated to retain that information following any termination and makes no representation to the integrity, completeness or timeliness of any data so exported.
“Subscriber” must comply with all applicable laws, including privacy laws, when using the Service; for the avoidance of doubt, “Subscriber” will be responsible for notifying parties that telephone calls are being recorded, to the extent required. Except as may be expressly permitted by applicable law or authorized by us in writing, “Subscriber” will not, and will not permit anyone else to: (a) modify or reverse engineer any portion of the Service; (b) rent, lease, or otherwise permit any third party to use any portion of the Service; (c) circumvent or disable any security or other technological features or measures of any portion of the Service; (d) use the Service in a manner that threatens the integrity, performance, or availability of the Service; nor (e) remove, alter, or obscure any proprietary notices (including copyright notices) on any portion of the Service.
Except for the rights to access the Service expressly granted to you in this Agreement, “ArboStar” shall retain all right, title, and interest in and to the Service, including all related intellectual property rights. The Service is protected by applicable intellectual property laws, including Copyright Act of Canada and international treaties.
Subject to ArboStar’s rights, will not disclose to any third party, without your consent, the information or material you upload to the Service. ArboStar may, however, disclose that information or material if required by law or if ArboStar reasonably determines that disclosure is necessary to prevent harm to ArboStar or any third party. “Subscriber’s” consent to disclosure shall be deemed given in the event that you access “ArboStar” or ArboStar data specific to “Subscriber” through a third party application, solely with respect to disclosure in connection with “Subscriber” use of such third party application. If ArboStar is required by law to disclose any of that information or material, ArboStar will make reasonable efforts to provide you prompt written notice of that requirement prior to disclosure. Further, if you register for the Service through a referral or other promotional partner or through an industry or trade group with whom we have a commercial relationship, we may disclose information about your account to that referral partner or industry group in connection with that commercial relationship. For the avoidance of doubt, however, ArboStar will not directly contact your customers or make personally identifying or contact data regarding your customers available to any third party without “Subscriber’s”consent. Such consent will be deemed given, however, in the event that you access “ArboStar” or “ArboStar” data pertaining to “Subscriber” through a third party application, solely with respect to disclosure in connection with “Subscriber” use of such third party application.
“ArboStar” warrants that the Service will, during the term of your subscription, materially conform to any description of the Service published by ArboStar.
As ArboStar’s sole and exclusive liability for breach of this limited warranty, and your sole and exclusive remedy, ArboStar will make reasonable efforts to correct the non-conformity. “Subscriber” represents and warrants that: (a) “Subscriber” will not upload any information to the Service unless Subscriber has all permissions or licenses necessary to do so and to authorize “ArboStar’s” use of that information in accordance with this Agreement; and (b) Subscriber’s use of the Service will not subject ArboStar to any liability or cause “ArboStar” to violate any law, rule, or regulation or guideline. SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU. EXCEPT AS EXPRESSLY SET FORTH IN THE IMMEDIATELY PRECEDING PARAGRAPH, THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND “ARBOSTAR” EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF THE SERVICE, AND YOU RELY ON THE SERVICE AT YOUR OWN RISK. ANY MATERIAL ACCESSED, DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR HARDWARE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY MATERIAL THROUGH THE SERVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY “SUBSCRIBER” FROM “ARBOSTAR” OR THROUGH OR FROM THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. SOME STATES MAY PROHIBIT A DISCLAIMER OF WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY.
Limitation of Liability
“ARBOSTAR” WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF “ARBOSTAR” HAS BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES), RESULTING FROM YOUR USE OF THE SERVICE. UNDER NO CIRCUMSTANCES WILL “ARBOSTAR'S” TOTAL LIABILITY OF ALL KINDS ARISING OUT OF OR RELATED TO THIS AGREEMENT (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, OR OTHERWISE, EXCEED THE TOTAL AMOUNT PAID BY YOU TO “ARBOSTAR” FOR THE SERVICE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. EACH PROVISION OF THIS AGREEMENT THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS OF THIS AGREEMENT BETWEEN THE PARTIES. THIS ALLOCATION IS REFLECTED IN THE PRICING OFFERED BY ARBOSTAR TO SUBSCRIBER AND IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THIS AGREEMENT. THE LIMITATIONS SET FORTH IN THIS AGREEMENT WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.