Siteimprove Plugin Terms and Conditions
1. Your License Agreement
Refer to Your subscription agreement with Siteimprove (“Agreement”) for terms and conditions of your use of Siteimprove’s Software-as-a-Service (the “Software”).
2. Acceptance of these Terms and Conditions
Your installation of the Siteimprove Plugin (“Plugin”) is governed by a legal agreement between You and Siteimprove consisting of: (a) Your Agreement and (b) these Terms, with these Terms taking precedence in the event of a conflict between the terms of each. You may not use the Plugin if You do not accept these Terms.
3. Changes to these Terms and Conditions
We may revise and update these Terms from time to time in our sole discretion. When these changes are made, Siteimprove will make a new copy of the Terms available at your account page. You will be required to agree to these changes to continue to use the Plugin.
4. Siteimprove Trademarks
The Siteimprove name, logo, and service names, designs and slogans are trademarks of Siteimprove. You may not use such marks without the prior written permission of Siteimprove.
5. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE PLUGIN IS AT YOUR SOLE RISK AND THAT THE PLUGIN IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, INCLUDING BUT NOT LIMITED TO ANY WARRANTY WITH RESPECT TO ITS COMPLETENESS, CONFIDENTIALITY, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM ANY USE OF THE PLUGIN. SITEIMPROVE FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND WITH RESPECT TO THE PLUGIN AND THE USE OF IT, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
6. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT, WITH THE EXCEPTION OF FRAUD OR GROSS NEGLIGENCE, SITEIMPROVE AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, SUCCESSORS AND ASSIGNS, SHALL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR OTHER SPECIAL DAMAGES THAT MAY BE INCURRED BY YOU THROUGH YOUR USE OF THE PLUGIN, INCLUDING ANY LOSS OF PROFITS, BUSINESS INTERRUPTION, GOODWILL, LOSS OF DATA/CONTENT OR THE RESTORATION OF ANY OF THOSE ITEMS, WHETHER OR NOT SITEIMPROVE OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
You agree to defend, indemnify and hold harmless Siteimprove, its affiliates, and its and their respective officers, directors, employees, contractors, agents, successors and assigns from and against any third party claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees, expenses, and costs) arising out of or relating to: (a) Your violation of these TOS; (b) Your use of the Plugin; (c) Your failure to follow laws, regulations, rules, ordinances in the use of the Plugin, including, but not limited to, Your data privacy and protection obligations.
8. Data Privacy
These Terms will continue to apply for as long as You have the Plugin installed. If You want to terminate these Terms, You must uninstall the Plugin and cease Your use of the Plugin. Siteimprove may terminate these Terms at any time without prior intervention of the Court if: (a) You have breached any term in these Terms; or (b) Siteimprove, in its sole discretion, chooses to no longer provide the Plugin.
10. General Terms
These Terms are binding upon and will inure to the benefit of the parties, their legal representatives, successors, and assigns. Except as otherwise expressly provided in these Terms, neither party may assign, transfer, convey or encumber these Terms or any rights granted in it, either voluntarily or by operation of law, without the prior written consent of the other party. Any attempt to do so is null and void. Notwithstanding the foregoing, Siteimprove shall have the right to assign these Terms to an affiliate or to a successor entity in the event of a merger, consolidation, transfer, sale, stock purchase, or public offering. All notices to Siteimprove should be sent to: firstname.lastname@example.org. The delay or failure of either party to exercise any right, power, or privilege under these Terms is not to be treated as a waiver of that right, power, or privilege. Any provision of these Terms that is prohibited or unenforceable in any jurisdiction is ineffective to the extent of that prohibition or unenforceability in that jurisdiction. The validity, enforceability, or legality of the remaining provisions will not be affected. These Terms and Agreement constitute and express the entire agreement and understanding between You and Siteimprove with regard to the Plugin. These Terms supersede any prior communications, understanding, commitments, or agreements, oral or written, with respect to the subject matter of the Plugin. You are not relying on any representations or warranties other than those expressly listed in the Agreement and these Terms. The following obligations will survive any expiration of these TOS: 2, 4, 5, 6, 7, 8 and 10.