These Terms of Service (“Terms”) govern your use of the SimpliciKey website and mobile applications (collectively, the “Site”) and the SimpliciKey services (“Services”). These Terms apply to all users of the Site and Services. By accessing or using the Site or Services, you agree to these Terms.
You must be at least 18 years old to use the Site or the Services. By accessing or using the Site or Services, you agree that you have the legal authority to enter into these Terms.
- Additional Terms
Some of our Services have additional terms and conditions (“Additional Terms”). Where Additional Terms apply to a Service, we will make them available for you to read through prior to your use of that Service. By using such Services, you agree to the applicable Additional Terms.
- Acceptable Use of the Site and Services
You are responsible for your use of the Site and Services and for any use of the Site or Services made using your account. When you use the Site or Services, you shall not:
- violate any law or regulation;
- violate or infringe other people’s intellectual property, privacy, publicity, or other legal rights;
- transmit any malicious code or computer viruses;
- stalk, harass, or harm another individual;
- impersonate or misrepresent your affiliation with someone else;
- use any means to “scrape,” “crawl,” or “spider” any Web pages contained in the Site (although SimpliciKey does allow operators of public search engines to use spiders to index materials from the Site for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials, and SimpliciKey reserves the right to revoke these exceptions either generally or in specific cases);
- use automated methods to use the Site or Services in a manner that sends more requests to the SimpliciKey servers in a given period of time than a human can reasonably produce in the same period by using a conventional Web browser;
- interfere with or damage our Site or Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, malicious code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information, or similar methods or technology;
- register for more than one SimpliciKey account or register for a SimpliciKey account on behalf of an individual other than yourself;
- use, display, mirror, or frame the Site or any individual element within the Site or Services, SimpliciKey’s name, any SimpliciKey trademark, logo, or other proprietary information, or the layout and design of any page or form contained on a page, without SimpliciKey’s express written consent;
- access, tamper with, or use non-public areas of the Site, SimpliciKey’s computer systems, or the technical delivery systems of SimpliciKey’s providers;
- attempt to probe, scan, or test the vulnerability of any SimpliciKey system or network or breach any security or authentication measures;
- avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by SimpliciKey or any of SimpliciKey’s providers or any other third party (including another user) to protect the Site or Services;
- attempt to decipher, decompile, disassemble, or reverse engineer any of the software used to provide the Site or Services; or
- advocate, encourage, or assist any third party in doing any of the foregoing.
SimpliciKey will investigate and prosecute violations of any of the above to the fullest extent of the law. SimpliciKey may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that SimpliciKey has no obligation to monitor your access to or use of the Site or Services, but has the right to do so for the purpose of operating the Site or Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency, or other governmental body.
We own or license the content on the Site and Services, including software, text, and visual and audio content (collectively, the “Content”) and SimpliciKey’s trademarks, logos, and brand elements (collectively, the “Marks”). The Content and Marks are protected under U.S. and international laws. We reserve all rights not expressly granted to you.
We currently provide certain mobile applications and services for free. But we may charge for certain mobile applications and services in the future. Your carrier’s normal rates and fees will apply to use of any of our mobile applications and services, both free and paid.
- Third Party Content and Interactions
The Site and Services may contain features and functionalities that may link you or provide you with access to third party content that is completely independent of SimpliciKey, including websites, directories, servers, networks, systems, information, databases, applications, software, programs, products or services, and the Internet in general. Your interactions with organizations or individuals found on or through the Site and Services are solely between you and such organizations or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any interaction with any of these third parties. You agree that SimpliciKey is not responsible or liable for any loss or damage of any kind or nature incurred as the result of any such dealings. If there is a dispute between users of the Site or Services, or between users and any third party, you understand and agree that SimpliciKey is under no obligation to become involved. In the event that you have a dispute with any other user of the Site or Services, you hereby release SimpliciKey and its affiliates and their officers, employees, agents, and successors from claims, demands, and damages (actual and consequential) of every kind or nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes or the Site or Services. If you are a California resident, you waive California Civil Code Section 1542, which provides: A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.
All users who subscribe for Services subject to a fee or make any other purchases through the Site or Services must enter valid credit card, PayPal account, or check payment information. Services are billed in advance on a yearly basis. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all taxes, levies, or duties associated with your purchases hereunder.
Refunds may be available (on a pro-rated basis for pre-paid Services) only within 30 days of any fees being paid or a purchase being made subject to the terms of our refund policy. There will be no refunds or credits for partial months of service, upgrades or downgrades in service, months unused with an open account after that 30 day period, or for termination events described in Section 13 below.
- Changes to the Site or Services
SimpliciKey enhances and updates its Site and Services often. We may change or discontinue the Site or any Services at any time, with or without notice to you.
- Consent To Automatic Push Software Updates
The Service may automatically download and install software updates to your hardware device from time to time. These updates are designed to improve, enhance, and further develop the Service and may take the form of bug fixes, enhanced functions, security patches, and completely new versions. You agree to receive such updates–and consent to us delivering such updates automatically without further notice or consent–as part of your use of the Service.
We reserve the right not to provide the Site or Services to any user. We also reserve the right to terminate any user’s right to access the Site or Services at any time, in our discretion. If you violate any of these Terms, your permission to use the Site and Services automatically terminates.
- Disclaimer and Limitations on Our Liability
YOU USE THE SITE AND SERVICES AT YOUR OWN RISK. THE SITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SIMPLICIKEY AND ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, AND LICENSORS (REFERRED TO COLLECTIVELY AS “AFFILIATES”) DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE SITE AND SERVICES (INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, AND NON-INFRINGEMENT).
IN PARTICULAR, SIMPLICIKEY AND ITS AFFILIATES MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE AVAILABILITY OF ANY NETWORKS OR COMMUNICATIONS LINES OR FUNCTIONING OF ANY MOBILE PHONE OR DEVICE NECESSARY FOR THE SERVICES, THE ACCURACY OR COMPLETENESS OF CONTENT AVAILABLE ON OR THROUGH THE SITE OR SERVICES (INCLUDING, WITHOUT LIMITATION, any recommendations or other content available on or through the Site or Services), OR THE CONTENT OF ANY WEBSITES OR RESOURCES LINKED TO THE SITE OR SERVICES. SIMPLICIKEY AND ITS AFFILIATES WILL HAVE NO LIABILITY FOR ANY: (a) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (b) PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO, INABILITY TO ACCESS, USE OF, OR INABILITY TO USE THE SITE OR SERVICES; (c) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS OR OF ANY PERSONAL OR FINANCIAL INFORMATION; (d) ANY INTERRUPTION OF TRANSMISSION TO OR FROM THE SITE OR SERVICES; (e) ANY COMPUTER VIRUSES OR MALICIOUS CODE THAT MAY BE TRANSMITTED ON OR THROUGH THE SITE OR SERVICES; OR (f) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF OR INABILITY TO USE ANY FUNCTIONALITY OR CONTENT POSTED, E-MAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE ON OR THROUGH THE SITE OR SERVICES.
SimpliciKey does not represent that the Site, Services, or products it OFFERS may not be compromised or circumvented; that the Site, Services, or products will prevent any personal injury or property loss by burglary, robbery, or otherwise, or that the Site, Services, or products will in all cases provide adequate warning or protection.
SIMPLICIKEY AND ITS AFFILIATES DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD PARTY PRODUCT OR SERVICE RECOMMENDED, ADVERTISED, OR OFFERED ON OR THROUGH THE SITE OR SERVICES OR ANY LINKED WEBSITE.
YOU UNDERSTAND AND AGREE THAT ANY MATERIAL OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE OR SERVICES IS DONE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE ARISING FROM DOING SO. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SIMPLICIKEY OR THROUGH THE SITE OR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE IN THESE TERMS. INFORMATION YOU MAY RECEIVE VIA THE SITE OR SERVICES MAY NOT BE RELIED UPON BY YOU FOR PERSONAL, SECURITY, SAFETY, LEGAL, OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER SIMPLICIKEY NOR ITS AFFILIATES WILL BE LIABLE UNDER ANY THEORY OF LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATING TO THE SITE, SERVICES, OR OTHER SIMPLICIKEY PRODUCTS OR THESE TERMS.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OUR AGGREGATE LIABILITY ARISING FROM OR RELATING TO THE SITE, SERVICES, OR OTHER SIMPLICIKEY PRODUCTS OR THESE TERMS WILL NOT EXCEED THE GREATER OF $1,000 OR THE AMOUNTS YOU HAVE PAID US IN THE PAST TWELVE MONTHS.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent SimpliciKey may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of SimpliciKey’s liability will be the minimum permitted under such law.
You agree to indemnify and hold SimpliciKey and its Affiliates harmless from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees of any kind (including reasonable attorneys’ fees and legal costs), arising from or relating to: (a) any information that you or anyone using your account submit, post, or transmit on or through the Site or Services; (b) the use of the Site or Services by you or anyone using your account; (c) the violation of these Terms by you or anyone using your account; or (d) the violation of any rights of any third party, including intellectual property, privacy, publicity, or other proprietary rights by you or anyone using your account. SimpliciKey reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. If we do assume the defense of such a matter, you will reasonably cooperate with SimpliciKey in such defense.
- Other Provisions
Under no circumstances will SimpliciKey be held liable for any delay or failure in performance due in whole or in part to any acts of nature or other causes beyond its reasonable control.
These Terms will be governed by and construed in accordance with the laws of the Commonwealth of Virginia, without giving effect to any conflict of laws rules or provisions.
You agree that any action of whatever nature arising from or relating to these Terms, the Site or any Services will be filed only in the state courts located in Fairfax County, Virginia or the federal courts located in the Eastern District of Virginia. You consent and submit to the personal jurisdiction of such courts for the purposes of any such action.
If any provision of these Terms is found to be unlawful, void ,or unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity or enforceability of any remaining provisions.
The failure of SimpliciKey to enforce any right or provision of these Terms will not prevent SimpliciKey from enforcing such right or provision in the future.
We may assign our rights and obligations under these Terms, including in connection with a merger, acquisition, a sale of assets, or by operation of law.
- Changes to these Terms
We may change these Terms from time to time. If we change these Terms, we will inform you by posting the revised Terms on the Site. Those changes will go into effect on the “Revised” date shown in the revised Terms. By continuing to access or use the Site or Services, you agree to the revised Terms.