Cira Apps Limited Terms of Service
Effective Date: April 17, 2019
These Terms may be modified or replaced at any time in the Company’s sole discretion. After any modification or replacement, users with registered Accounts will be emailed a notification of the change. Your continued use of the Site after such a change will constitute your consent to be bound by the new Terms.
- Account Registration. In order to use certain features of the Site, you must register for an account (“Account”) and provide certain information about yourself as prompted by the account registration form. You represent and warrant that: (a) all required registration information you submit is truthful, complete, and accurate; (b) you will maintain the accuracy of such information. You may delete your Account at any time, for any reason, by following the instructions on the Site. The Company may suspend or terminate your Account at any time and for any reason, with or without notice.
- Account Security. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify the Company of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. The Company cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
- Payments. You may register for one of several Account types. Account types may require the payment of fees in order to purchase or maintain the Account. If you select an account type that requires payment you agree that (i) you will provide accurate, complete, and truthful payment information, such as a credit card or debit card, to the Site (the “Payment Information”); (ii) you authorize the Company to charge, or use a third-party payment processor to charge, your Payment Information for the amount indicated on the Site; and (iii) you will not dispute, charge back, or cancel your payment.
- If your selected Account type has a recurring fee component, as specified on the Site, you agree that you authorize recurring charges at the then-current price posted on the Site.
- You acknowledge that if a required payment fails, your Account may be immediately terminated.
- The Site does not, under any circumstance, offer any refunds.
Access to the Services
- License. Subject to these Terms, Company hereby grants you a limited, personal, non- exclusive, revocable, non-transferable, non-sublicensable license to use and access the Site solely for your own authorized personal use for all legal uses contemplated by this License Agreement. The Company may terminate your license at any time and for any reason, with or without notice.
- Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site, whether in whole or in part, or any content displayed on the Site; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site; (c) you shall not access the Site in order to data-mine, reverse engineer, or build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the Site may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Site shall be subject to these Terms. All copyright and other proprietary notices on the Site (or on any content displayed on the Site) must be retained on all copies thereof.
- Modification. Company reserves the right, at any time and in its sole discretion, to modify, suspend, or discontinue the Services (in whole or in part) with or without notice. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Site or any part thereof.
- Company retains all right, title and interest (including all copyright, trade secret, patent and other rights) in and to the Services. If you give feedback on the Services, for example recommendations for improvements or features, such feedback will be deemed non-confidential and non-proprietary, and implementation of that feedback is owned by us and may become part of the Services without compensation to you. We reserve all rights in and to the Services unless we expressly state otherwise. The Services contains proprietary and confidential information that is protected by applicable intellectual property and other laws. You may not decompile, reverse engineer, disassemble, or otherwise reduce the Services to a human-perceivable form, except and only to the extent that such activity is expressly permitted by applicable law, and in that case, only if you notify us in writing in advance. You may not copy, frameset, enclose or otherwise distribute any part of the Services.
- All brand, product and service names used in the Services which identify Company or our partners and/or their proprietary products and services are the trademarks or service marks of Company or our partners. Nothing in the Services shall be deemed to confer on any person any license or right on the part Company or such supplier with respect to any such image, logo or name.
- We are making the Services available to you for your information and use only. You may not (and you agree not to) use, copy, distribute, transmit, broadcast, sell, or do anything else with the Services for any other purpose. You agree not to disable, interfere, or try to get around any of the features of the Services related to security, or enforcing the limits on the use of the Services.
You agree to indemnify, defend and hold harmless the Company, its officers, employees, and agents (collectively “Company Affiliates”) from any claim or demand made by any third party, including for attorneys’ fees and expenses, due to or arising out of (a) your use of the Site, (b) your violation of these Terms, (c) your violation of applicable laws or regulations, or (d) your User Content.
You acknowledge that temporary interruptions in the availability of the Services may occur from time to time as normal events. Also, we may decide to cease making available the Services or any portion of the Services at any time and for any reason. Under no circumstances will Company or its partners be held liable for any damages due to such interruptions or lack of availability.
THE SERVICE IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND THE COMPANY (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE AND OUR COMPANY AFFILIATES MAKE NO WARRANTY THAT THE SITE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SITE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
Limitation on Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE COMPANY OR COMPANY AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SITE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SITE IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIVE HUNDRED US DOLLARS. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.
- Term and Termination. We may suspend or terminate your rights to use the Site (including your Account) at any time for any reason at our sole discretion, including for any use of the Site in violation of these Terms. Upon termination of your rights under these Terms, your Account and right to access and use the Site will terminate immediately. You understand that any termination of your Account may involve deletion of the configuration settings, audit or change logs and associated with your Account from our live databases. Company will not have any liability whatsoever to you for any termination of your rights under these Terms, including for termination of your Account or deletion of configuration settings and logs.
- Choice of Law. This Agreement is subject to, and will be governed by and construed in accordance with the substantive laws in force of the State of California which shall have exclusive jurisdiction over any disputes except in matters of conflict of laws.
- Dispute Resolution. You agree that any dispute shall be settled via arbitration and that arbitration will be administered by Judicial Arbitration & Mediation Services, Inc. (“JAMS”) pursuant to its Streamlined Arbitration Rules & Procedures (the “JAMS Rules”). You agree that the arbitrator shall have the power to decide any motions brought by any party to the arbitration, including motions for summary judgment and/or adjudication and motions to dismiss and demurrers applying the standards set forth under the California Code of Civil Procedure. You agree that the arbitrator shall issue a written decision on the merits. You also agree that the arbitrator shall have the final power to award any remedies available under applicable law, and that the arbitrator shall award Attorney’s fees and costs to the prevailing party where provided by applicable law. You agree that the decree or award rendered by the arbitrator may be entered as a final and binding judgment in any court having jurisdiction thereof. You agree that the arbitrator shall administer and conduct any arbitration in accordance with California LAW, including the California Code of Civil Procedure and the California evidence code, and that the arbitrator shall apply substantive and procedural California law to any dispute or claim, without reference to rules of conflict of law. To the extent that the JAMS Rules conflict with California law, California law shall take precedence. You further agree that any arbitration under this agreement shall be conducted in Santa Clara County, California.
- YOU AGREE THAT ANY LEGAL CLAIM AGAINST US MUST BE FILED WITHIN SIX MONTHS AFTER THE EVENT THAT GAVE RISE TO YOUR LAWSUIT. OTHERWISE, YOUR LAWSUIT WILL BE PERMANENTLY BARRED.
- Except as otherwise provided by law, the arbitrator shall be the sole, exclusive, and final remedy for any dispute between you and us. Neither you nor we will be permitted to pursue court action regarding claims that are subject to arbitration.
- You and we agree that any and all claims may be brought solely in each other’s individual capacity and not in the capacity as a class for litigation purposes. You and we further agree that the arbitrator may not consolidate more than your or our claims specifically as they relate to one another.
The communications between you and Company use electronic means, whether you use the Site or send us emails, or whether Company posts notices on the Site or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Company in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your non-waivable rights.
These Terms constitute the entire agreement between you and us regarding the use of the Site. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
Your relationship to Company is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Company may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
If any provision of this Agreement is determined by a court of competent jurisdiction to be contrary to law, that provision will be deemed to have be drafted such that it is enforced to the maximum extent permissible, and the remaining provisions of this Agreement will remain in full force and effect.