TERMS OF USEPLEASE READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY BEFORE ACCEPTING, AND/OR BEFORE REGISTERING FOR THE SERVICES AND/OR DOWNLOADING OR INSTALLING THE SYSTEM (DEFINED BELOW). THIS AGREEMENT IS EFFECTIVE BETWEEN YOU AND ISA INNOVATION. AS OF THE DATE YOU ACCEPTING THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MUST IMMEDIATELY CEASE ALL USE OF THE SYSTEM. Definitions. “justSAMit.com”, “The Company”, "We,"
" Us" or " Our" means ISA Innovation Sdn. Bhd,
with a registered business at 2.02, Level 2, 1 First Avenue, Bandar Utama,
47800 Petaling Jaya, Selangor, Malaysia. "You" or
"Your" means the company or other legal entity for which you are
accepting this Agreement. “Client” means any
supported workstation, server or laptop as described in the Website (at: http://www.justsamit.com) (the
"Website"), developed, operated, and maintained by ISA
Innovation. "Agent" or
“Agents” means the justSAMit.com Software downloaded and
installed on the Client for the use of the Services and Software. "Service(s)"
means the justSAMit.com’s online service as described in the Website (at: http://www.justsamit.com) (the
"Website"), developed, operated, and maintained by ISA
Innovation. “Software” means an
Agent downloaded to Your Client and the software code used as part of the
Service, both in connection with the Services rendered under this Agreement,
together with all other related and accompanying documentation (the "Documentation"),
provided by justSAMit.com via the Service, and any update or a new release of
the Software. "System" means
the Software, the Services, the Agents and all associated processes. "Your Data" means all
electronic data or information submitted by You to the justsamit.com. Agents. justSAMit.com
grants You a non-exclusive, non-transferable and fully revocable right to
download the Agents and to distribute an unlimited number of Agents to Your
Clients for the sole purpose of providing the Services to You. You may
distribute Agents by various means as described in the Website. You may
disable, re-assign, or remove an Agent at any time and from any Device. justSAMit.com
may from time to time withdraw support for specific device types and makes no
commitment to support new device types as they become available. justSAMit.com
Agents collect data from Your Clients, and uses the data for the sole purpose
of rendering the Services, and You hereby waive any and all claims against justSAMit.com
with respect to breach of privacy. Service. Subject
to the terms and conditions of this Agreement. justSAMit.com hereby grants You,
and You hereby accept, a non-exclusive, non-transferable and fully revocable
right to use the Services subject to registration by You to the Website. justSAMit.com
will provide the Services selected by the You upon the registration to the
Website. Use of System.
Unauthorized copying of the System in whole or in part is expressly forbidden.
Notwithstanding the above, the System is licensed to You solely for Your own
internal use, to be made by You and for Your own operations. Neither the System
nor any portion thereof may be used by or on behalf of, accessed by, re-sold
to, returned to, or distributed to any other party. You agree not to allow
others to use the System, except as expressly authorized in this Agreement, and
You will not use the System for the benefit of third parties. The Service may also
be used by your contractors under obligation of non-disclosure solely for the
benefit of you. You shall ensure that each person authorized to use the
Service under the terms of this Agreement is informed of and agrees to conform
to the obligations of yours hereunder. You may not use the Service to
offer data processing services to third parties, including but not limited to
timesharing, facilities management, outsourcing or service bureau use, or for
any other third party commercial purpose or gain. Ownership of the Data. To facilitate industry
benchmarks, indices and enhancements to our Service, you hereby grant to ISA
Innovation a non-exclusive, worldwide, irrevocable, royalty-free license to use
the data derived from your use of the Products in an aggregated and anonymous
manner. Fees. justSAMit.com reserves the right to modify the Fees at any
time, upon 30 days prior written notice to You, which notice may be provided by
e-mail or at the Website. Term and Termination. This
Agreement commences on the date You accept it and continues until your
termination. This Agreement may be
terminated by either party upon thirty (30) days’ prior written notice if the
other party materially breaches this Agreement and fails to cure the breach
within such 30-day period. justSAMit.com
may suspend Client’s access to the Services upon ten (10) days’ prior written
notice if (i) Client fails to pay the Company amounts due within thirty (30)
days after their due date or (ii) if Client fails to abide by the
requirements set forth in this Agreement
within such ten-day period. Upon termination, We shall have
no obligation to maintain or provide any of Your Data in Our systems or
otherwise in Our possession or under Our control. Limitation on Warranty justSAMit.com
does not warrant that the use of the System will be uninterrupted or that use
of the System will be error free or completely secure. We shall: (i) use
commercially reasonable efforts to make the Purchased Services available 24
hours a day, 7 days a week, except for: (a) planned downtime or (b) any
unavailability caused by circumstances beyond Our reasonable control. Limitation of Liability. IN
NO EVENT WILL THE LIABILITY OF EITHER PARTY EXCEED THE AMOUNTS
PAID TO THE COMPANY BY YOU FOR THE SERVICES GIVING RISE TO THE CLAIM OVER THE
IMMEDIATELY PRECEDING TWELVE (12) MONTH PERIOD. YOU HEREBY FURTHER AGREE THAT
IN NO
EVENT SHALL THE COMPANY BE LIABLE FOR ANY DIRECT, CONSEQUENTIAL, INDIRECT,
INCIDENTAL, OR SPECIAL DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION,
DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS
INFORMATION, AND THE LIKE, ARISING OUT OF THE PERFORMANCE, USE OF, OR INABILITY
TO USE, ALL OR PART OF EITHER THE SOFTWARE, EVEN IF ISA INNOVATION HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Changes to Terms. We may
make changes to this Agreement from time to time. When these changes are made,
We will make a new copy of the Terms available on this web page. You understand
and agree that if you use the justSAMit.com after the date on which this
Agreement has changed, We will treat Your use as acceptance of the updated
Terms.. Entire Agreement. This
Agreement and any Schedule(s) thereto including the Service Order, sets the
entire understanding and agreement between You and
ISA Innovation, it supersedes any prior proposal, representation and understanding
concerning the System, and may be amended only in writing signed by both
parties. . If You are a corporation, partnership or similar
entity, then the license to use the System granted hereunder is deemed to be
accepted by a person authorized to sign for and bind the entity. |
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