Below are our Terms of Service, which outline a lot of legal goodies, but the bottom line is it’s our aim to always take care of both you, as a customer, or as a seller on our platform. We’ve included many of these terms to legally protect ourselves, but if you have an issue, always feel free to email us at email@example.com and we’ll do our best to resolve it in a fair and timely fashion.
1.2 This website ("Website") includes without limitation: (a) Email Support and other on-line services accessible via the Website (collectively the "Services"); (b) information such as technical, contractual, product, program, pricing, marketing, and other valuable information ("Information"); and (c) content such as data, text, software, music, sound, photographs, graphics, video, messages, or other materials ("Content"). IREVEAL Software controls and operates its Websites from various locations and makes no representation that this Website is appropriate or available for use in all locations.
If You are using the Website on behalf of Your employer, You represent and warrant that You are authorized to accept these Terms on Your employer's behalf, and that Your employer agrees to indemnify You and iREVEAL Software for violations of these Terms. In addition to the Terms and unless otherwise noted, the standard iREVEAL Software terms and conditions of sale in your jurisdiction govern purchases you make through the Website, unless You have in effect a separate valid written purchase or license agreement with IREVEAL Software for that product or service, in which case that separate agreement governs, and in cases of conflict, prevails.
“Agreement” or “Terms”
means these IREVEAL Terms and Conditions.
means the annual fee (excluding any taxes and duties) and any applicable one-time-service fees payable by You in accordance with the fee schedule set out on the Website and as agreed to in Your Order Form for the Services.
means your nominated contact entity and address for billing purposes.
includes all information exchanged between the parties to this Agreement, whether in writing, electronically or orally, including the Services, but does not include information which is, or becomes, publicly available other than through unauthorized disclosure by the other party.
means any data inputted by you or with your authority into the Website.
“Intellectual Property Right”
means any patent, trade mark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.
means any person or entity, other than the Subscriber, that uses the Services with the authorization of the Subscriber from time to time.
means the online inventory management and other IREVEAL platforms/products provided.
“Subscriber” means the person who registers to use the Services and, where the context permits, includes any entity on whose behalf that person registers to use the Services and is permitted to do so under this Agreement. This can also be known as the “Account Owner”.
means IREVEAL Software which is registered in the United States.
means the Internet site at the domain www.iREVEALsoftware.com or any other site operated by IREVEAL. (NOTE: Don’t know if this should be InCon or the tool)
means the Subscriber, and where the context permits, an Invited User. “Your” has a corresponding meaning.
means an organization that You have added to the Services or that have been added with Your authority or as a result of Your use of the Services.
Means the subscription check out page where the IREVEAL services and renewal period is selected.
Means a term at which the services will be automatically billed on, this will either be Monthly or Annual term and may differ for each IREVEAL Service.
Any reference to “includes” or “including” is on a without limitation basis.
2. YOUR OBLIGATIONS AND CONDUCT
2.1 In consideration of Your use of the Website, You agree to: (a) provide accurate, current, and complete information about You as may be prompted by a registration form on the Website (the "Registration Data"); (b) maintain the security of your password and identification; (c) maintain and promptly update the Registration Data, and any information You provide to IREVEAL Software, to keep it accurate, current and complete; and (d) accept all risks of unauthorized access to information and Registration Data. You have sole responsibility for adequate protection and backup of data and/or equipment used in connection with the Website.
2.2 You are entirely responsible for all Content that You upload, post or otherwise transmit via the Website. You agree not to upload, post or otherwise transmit via the Website Content that: (a) is inaccurate, harmful, obscene, pornographic, defamatory, racist, violent, offensive, harassing, or otherwise objectionable to IREVEAL Software or other users of the Website; (b) includes unauthorized disclosure of personal information; (c) violates or infringes anyone's intellectual property rights; or (d) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. IREVEAL Software reserves the right to edit or remove Content that violates these Terms or that contains third-party commercial advertisements.
2.3 You agree that You will not use the Website to: (a) transmit spam, bulk or unsolicited communications; (b) pretend to be IREVEAL Software or someone else, or spoof IREVEAL Software's or someone else's identity; (c) forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any Content transmitted through the Services; (d) misrepresent your affiliation with a person or entity; (e) disrupt the normal flow of dialogue or otherwise act in a manner that negatively affects other users' ability to use the Website; (f) engage in activities that would violate any fiduciary relationship, any applicable local, state, national or international law, or any regulations having the force of law, including but not limited to attempting to compromise the security of any networked account or site, operating an illegal lottery or gambling operation, stalking, or making threats of harm; or (g) collect or store personal data about other users unless specifically authorized by such users.
3. YOUR OBLIGATIONS
3.1. Payment obligations:
An invoice for the Access Fee will be issued monthly or annually in advance (depending on your subscription type) at the beginning of each monthly or annual subscription period for which You have subscribed for in an Order Form. All invoices will include the Access Fee for the corresponding period of use (including any one-time-service fees that shall be payable in lump sums). IREVEAL will continue invoicing You monthly or annually in advance (as the case may be) until this Agreement is terminated in accordance with clause 8. All IREVEAL transactions will occur on the website prior to using the software.
3.2. Preferential pricing or discounts:
You may from time to time be offered preferential pricing or discounts for the Access Fees as determined by iREVEAL and affiliates. These pricing or discounts will be added with Your authority or as a result of Your use of the Services (“Your Organizations”). Eligibility for such preferential pricing or discounts is conditional upon Your acceptance of responsibility for payment of any Access Fees in relation to all of Your organizations. Without prejudice to any other rights that IREVEAL may have under these Terms or at law, IREVEAL reserves the right to render invoices for the full (non-discounted) Access Fees due or suspend or terminate Your use of the Services in respect of any or all of Your organizations in the event that any invoices for those Access Fees are not paid in full by the due date for payment.
3.3. General obligations:
You must only use the Services and Website for Your own lawful internal business purposes, in accordance with these Terms and any notice sent by IREVEAL or condition posted on the Website. You may use the Services and Website on behalf of others or in order to provide services to others but if You do so you must ensure that You are authorized to do so and that all persons for whom or to whom services are provided comply with and accept all terms of this Agreement that apply to You.
3.4. Access conditions:
- You must ensure that all usernames and passwords required to access the Services are kept secure and confidential. You must immediately notify IREVEAL of any unauthorized use of Your passwords or any other breach of security and IREVEAL will reset Your password and You must take all other actions that IREVEAL reasonably deems necessary to maintain or enhance the security of IREVEAL’s computing systems and networks and Your access to the Services.
- As a condition of these Terms, when accessing and using the Services, You must:
- not attempt to undermine the security or integrity of IREVEAL’s computing systems or networks or, where the Services are hosted by a third party, that third party’s computing systems and networks;
- not use, or misuse, the Services in any way which may impair the functionality of the Services, Website or other systems used to deliver the Services or impair the ability of any other user to use the Services or Website, including by misusing the Services in a manner that materially exceeds reasonable usage or use patterns over any month or by using the Services in a malicious, fraudulent or unlawful manner;
- not attempt to gain unauthorized access to any materials other than those to which You have been given express permission to access or to the computer system on which the Services are hosted;
- not transmit, or input into the Website, any: files that may damage any other person’s computing devices or software, content that may be offensive, or material or Data in violation of any law (including Data or other material protected by copyright or trade secrets which You do not have the right to use); and
- not attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer any computer programs used to deliver the Services or to operate the Website except as is strictly necessary to use either of them for normal operation.
You agree to indemnify and hold IREVEAL Software and its subsidiaries, affiliates, shareholders, officers, directors, agents, licensors, suppliers, alliance members, other partners, employees and representatives harmless from any claim or demand, including reasonable attorneys' fees, made by any thirdarty due to or arising out of Your Content, Your use of or connection to the Website (including any use by You on behalf of Your employer), Your violation of the Terms, or Your violation of any rights of another. You indemnify IREVEAL against: all claims, costs, damage and loss arising from Your breach of any of these Terms or any obligation You may have to IREVEAL, including any costs relating to the recovery of any Access Fees that are due but have not been paid by You
8. ADVERTISEMENTS AND PROMOTIONS
IREVEAL Software may run advertisements and promotions from third parties on the Website. Your correspondence or business dealings with, or participation in promotions of, advertisers other than IREVEAL Software found on or through the Website, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between You and such advertiser. IREVEAL Software is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such non-IREVEAL Software advertisers on the Website.
9. CONTENT PROVIDED VIA LINKS
You may find links to other Internet sites or resources on the Website. You acknowledge and agree that IREVEAL Software is not responsible for the availability of such external sites or resources and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. IREVEAL Software will not be responsible or liable, directly or indirectly, for any actual or alleged damage or loss caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
4. CONFIDENTIALITY AND PRIVACY
Unless the relevant party has the prior written consent of the other or unless required to do so by law:
- Each party will preserve the confidentiality of all Confidential Information of the other obtained in connection with these Terms. Neither party will, without the prior written consent of the other, disclose or make any Confidential Information available to any person, or use the same for its own benefit, other than as contemplated by these Terms.
- Each party’s obligations under this clause will survive termination of these Terms.
- The provisions of clause 4.1 shall not apply to any information which:
- is or becomes public knowledge other than by a breach of this clause 4.1;
- ii. is received from a third party who lawfully acquired it and who is under no obligation restricting its disclosure;
- is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party; or
- is independently developed without access to the Confidential Information.
5. INTELLECTUAL PROPERTY
Title to, and all Intellectual Property Rights in the Services, the Website and any documentation relating to the Services remain the property of IREVEAL (or its licensors).
5.2. Ownership of Data:
Title to, and all Intellectual Property Rights in, the Data remain Your property. However, Your access to the Data is contingent on full payment of the IREVEAL Access Fees when due and any re-establishment fee due and payable under clause 5.6. You grant IREVEAL a licence to use, copy, transmit, store, and back-up Your information and Data for the purposes of enabling You to access and use the Services and for any other purpose related to provision of Services to You. For the avoidance of doubt, this license is without limitation to IREVEAL’s right to create anonymized data compilations or similar works.
5.3. Backup of Data: You must maintain copies of all Data inputted into the Service. IREVEAL adheres to its best practice policies and procedures to prevent data loss, including a daily system data back-up regime, but does not make any guarantees that there will be no loss of Data. IREVEAL expressly excludes liability for any loss of Data (including Data archived pursuant to clause 5.6) no matter how caused.
5.4. Third-party applications and your Data: If You enable third-party applications for use in conjunction with the Services, you acknowledge that IREVEAL may allow the providers of those third-party applications to access Your Data as required for the interoperation of such third-party applications with the Services. IREVEAL shall not be responsible for any disclosure, modification or deletion of Your Data resulting from any such access by third-party application providers.
5.5. Accuracy of Data:
When You input any Data onto the Website You agree and acknowledge that You are responsible for ensuring the accuracy of such Data. IREVEAL is under no obligation to ensure that Your Data on the Website is an accurate representation of Your actual business data.
5.6 Recovery of Archived Data:
Where you discontinue Your Services in accordance with clause 8.1, or are in breach in accordance with clause 8.5, or IREVEAL otherwise suspends and/or terminates Your Services in accordance with this Agreement, IREVEAL reserves the right, in IREVEAL’s sole discretion, to archive Your Data for a period of time not to exceed three years, upon the expiry of which time the Data will be deleted, but with there being no obligation for IREVEAL to do so. If IREVEAL has chosen to store Your Data in this manner and if Your Services are subsequently re-established within this three year period IREVEAL will restore, and you will be entitled to access, the archived Data provided that You pay IREVEAL in advance:
- all arrears of Your unpaid Access Fee over the period that the Data was archived; and
- a possible minimum re-establishment fee to be determined by IREVEAL in IREVEAL’s sole discretion).
- the data recovered includes IREVEAL inventory data but may exclude integration and other IREVEAL Services data.
6. WARRANTIES AND ACKNOWLEDGEMENTS
You warrant that where You have registered to use the Services on behalf of another person, You have the authority to agree to these Terms on behalf of that person and agree that by registering to use the Services You bind the person on whose behalf You act to the performance of any and all obligations that You become subject to by virtue of these Terms, without limiting Your own personal obligations under these Terms.
You acknowledge that:
- You are authorized to use the Services and the Website and to access the information and Data that You input into the Website, including any information or Data input into the Website by any person you have authorized to use the Service. You are also authorized to access the processed information and Data that is made available to You through Your use of the Website and the Services (whether that information and Data is Your own or that of anyone else).
- IREVEAL has no responsibility to any person other than You and nothing in this Agreement confers, or purports to confer, a benefit on any person other than You. If You use the Services or access the Website on behalf of or for the benefit of anyone other than yourself (whether a body corporate or otherwise) you agree that:
- You are responsible for ensuring that You have the right to do so;
- You are responsible for authorizing any person who is given access to information or Data, and you agree that IREVEAL has no obligation to provide any person access to such information or Data without Your authorization and may refer any requests for information to You to address; and
- You will indemnify IREVEAL against any claims or loss relating to:
- IREVEAL’s refusal to provide any person access to Your information or Data in accordance with these Terms; and/or
- IREVEAL’s making available information or Data to any person with Your authorization.
- The provision of, access to, and use of, the Services is on an “as is ” basis and at Your own risk.
- IREVEAL does not warrant that the use of the Services will be uninterrupted or error free. Among other things, the operation and availability of the systems used for accessing the Service, including public telephone services, computer networks and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the Services. IREVEAL is not in any way responsible for any such interference or prevention of Your access or use of the Services.
- IREVEAL is not Your accountant and use of the Services does not constitute the receipt of accounting advice. If You have any accounting questions, please contact an accountant.
- It is Your sole responsibility to determine that the Services meet the needs of Your business and are suitable for the purposes for which they are used.
- You remain solely responsible for complying with all applicable accounting, tax and other laws. It is Your responsibility to check that storage of and access to your Data via the Software and the Website will comply with laws applicable to you (including any laws requiring you to retain records).
6.3. No warranties:
IREVEAL gives no warranty about the Services. Without limiting the foregoing, IREVEAL does not warrant that the Services will meet Your requirements or that it will be suitable for any particular purpose. To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including warranties of merchantability, fitness for purpose, title and non-infringement.
6.4. Customer guarantees: You warrant and represent that You are acquiring the right to access and use the Services for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to the supply of the Services, the Website or these Terms.
7. LIMITATION OF LIABILITY
7.1. To the maximum extent permitted by law, other than as set out in clause 7.2 below, IREVEAL excludes all liability and responsibility to You (or any other person) in contract, tort (including negligence), or otherwise, for any loss (including loss of information, Data, profits and savings) or damage resulting, directly or indirectly, from any use of, or reliance on, the Services or Website.
7.2. If You suffer loss or damage as a result of IREVEAL’s negligence or failure to comply with these Terms, any claim by You against IREVEAL arising from IREVEAL’s negligence or failure will be limited in respect of any one incident, or series of connected incidents, to the Access Fees paid by You in the previous three months.
7.3. If You are not satisfied with the Service, your sole and exclusive remedy, other than as set out in clause 7.2 above, is to terminate these Terms in accordance with clause 8.
8.1. Trial policy
When you first sign up for access to the Services You can evaluate the Services for a period of fourteen days, with no obligation to continue to use the Services. You may elect to, on or before the seventh day after the initial submission of Your Order Form under which you requested the Services, discontinue the Services and receive a full refund of any Access Fees paid minus any one-time-service fees accrued up to the date of discontinuation (in accordance with the refund policy under clause 8.8). If You do not elect to discontinue using the Services in this fourteen day timeframe, You will be billed from the day You first added Your billing details into the Services in Your Order Form. If You choose to discontinue using the Services, You must apply in writing to support@iREVEALsoftware.com to remove you from the Services.
8.2. Modifications to subscribed Services
You may only reduce your subscribed Services to a lesser Service for the following monthly or annual subscription period by providing IREVEAL with written notice via support@iREVEALsoftware.com at least ten days prior to the start of the following monthly or annual subscription period and where you have not used features of the software that are not available in the lesser subscription. You may change your subscribed Services during a monthly or annual subscription period by adding additional Services or subscription levels.
8.3. No-fault termination:
These Terms will continue for the monthly or annual period covered by the Access Fee paid or payable under clause 3.1. At the end of each monthly or annual subscription period (as the case may be) these Terms will automatically continue for another monthly or annual period and the Access Fee for that month or year will continue to be due and payable in advance, unless either party terminates these Terms by giving notice to the other party at least 30 days before the end of the relevant subscription period. If insufficient notice is given the subscription will be cancelled after your next anniversary for a monthly subscription period. For an annual subscription period, you can cancel your subscription within with thirty days’ notice or within seven days after the your billing anniversary you will be charged an early termination fee and the cost of the subscription services used, the remaining maybe refunded. The refund is at the discretion of IREVEAL.
8.4 Overdue :
Your subscription is paid in advance, however in the event that your account becomes overdue this must be settled within five days. Failing this your subscription will be suspended and a late subscription fee an additional one month’s subscription applied. The subscription holder, account owner will be notified; therefore, the subscription holder should be help up to date.
A partner may also request your account be suspended due to non-payment.
A in-application message will be posted for all users to see before an account is suspended.
- breach any of these Terms (including by non-payment of any Access Fees) and do not remedy the breach within fourteen days after receiving notice of the breach if the breach is capable of being remedied;
- breach any of these Terms and the breach is not capable of being remedied (which includes any non-payment of Access Fees that are more than thirty days overdue); or
- You or Your business become insolvent, or Your business goes into liquidation or has a receiver or manager appointed of any of its assets or if You become insolvent, or make any arrangement with Your creditors, or become subject to any similar insolvency event in any jurisdiction, then IREVEAL may take any or all of the following actions, at its sole discretion:
- terminate this Agreement and Your use of the Services and the Website;
- suspend, for any definite or indefinite period of time, Your use of the Services and the Website;
- suspend or terminate access to all or any Data through the Website; or
- take either of the actions in sub-clauses (d), (e) and (f) of this clause 8.5 in respect of any or all other persons whom You have authorized to have access to Your information or Data;
- charge any additional fees incurred in the recovery of outstanding amounts owed including (but not limited to) a flat overdue account fee, debt recovery fees, court costs and legal fees as well as accrued interest on all outstanding amounts calculated from the day they became due, calculated at a daily interest rate of 6%. For the avoidance of doubt, if payment of any invoice for Access Fees due in relation to any of Your Billing Contacts or any of Your organizations is not made in full by the relevant due date, IREVEAL may: suspend or terminate Your use of the Service, the authority for all or any of Your organizations to use the Service, or Your rights of access to all or any Data.
8.6. Accrued Rights:
Termination of these Terms is without prejudice to any rights and obligations of the parties accrued up to and including the date of termination. On termination of this Agreement You will:
- remain liable for any accrued charges and amounts which become due for payment before or after termination; and
- immediately cease to use the Services and the Website.
8.8. Refund Policy:
See Refund Policy
9. HELP DESK
9.1. Technical Problems: You have a right to technical support, in accordance to the level of the service on your subscription. support@iREVEALsoftware.com. IREVEAL will endeavor to address all queries and requests for assistance received through the Website or via email as promptly as reasonably possible, but does not warrant that support will be immediately available. Premium support is not available on all subscriptions.
9.2. Service availability: Whilst IREVEAL intends that the Services should be available 24 hours a day, seven days a week, it is possible that on occasions the Services or Website may be unavailable to permit maintenance or other development activity to take place. If for any reason IREVEAL has to interrupt the Services any period , IREVEAL will use reasonable endeavors to publish in advance details of such activity on the Website.
10.1. Entire agreement:
A waiver of any breach of any provision in these Terms shall not be effective unless that waiver is in writing and is signed by the party against whom that waiver is claimed. If either party waives any breach of these Terms, this will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.
Neither party will be liable for any delay or failure in performance of its obligations under these Terms if the delay or failure is due to any cause outside its reasonable control. This clause does not apply to any obligation to pay money.
10.4. No Assignment:
You may transfer the rights to other IREVEAL user with IREVEAL’s written consent. The transfer of the billing ownership may be requested by contacting support@iREVEALsoftware.com It is at the discretion of IREVEAL to action this change over.
10.5. Governing law and jurisdiction:
If You are a tax resident of the United States of America or the information or Data You are accessing using the Services and the Website is solely that of a person who is a tax resident in the United States of America at the time that You accept these terms then the laws of the State of Texas, U.S.A govern this Agreement and IREVEAL and You agree that the U.S. Dispute Resolution Process described below applies for all disputes arising out of or in connection with this Agreement or in any way relating to the Service – PLEASE READ THE U.S. DISPUTE RESOLUTION PROCESS CAREFULLY AS IT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.
If any part or provision of these Terms is invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of this Agreement will be binding on the parties.
Any notice given under these Terms by either party to the other must be in writing by email and will be deemed to have been given on transmission unless an electronic error message is received by the sender. Notices to IREVEAL must be sent to support@iREVEALsoftware.com or to any other email address notified by email to You by IREVEAL. Notices to You will be sent to the email address which You provided when setting up Your access to the Service.
10.8. Rights of Third Parties:
A person who is not a party to these Terms has no right to benefit under or to enforce any term of these Terms.