These
Terms of Use constitute a legally binding agreement made between you, whether personally or on
behalf of an entity (“you”) and Code Insights LLC
CodeInsights website as
well as any other media form, media channel, mobile website or mobile application related,
linked, or otherwise connected thereto (collectively, the “Site”).
Latvia.
Supplemental terms
and conditions or documents that may be posted on the Site from time to time are hereby
expressly incorporated herein by reference. We reserve the right, in our sole discretion, to
make changes or modifications to these Terms of Use
The
information provided on the Site is not intended for distribution to or use by any person or
entity in any jurisdiction or country where such distribution or use would be contrary to law or
regulation or which would subject us to any registration requirement within such jurisdiction or
country. Accordingly, those persons who choose to access the Site from other locations do so on
their own initiative and are solely responsible for compliance with local laws, if and to the
extent local laws are applicable.
The Site is not tailored to
comply with industry-specific regulations (Health Insurance Portability and Accountability Act
(HIPAA), Federal Information Security Management Act (FISMA), etc.), so if your interactions
would be subjected to such laws, you may not use this Site. You may not use the Site in a way
that would violate the Gramm-Leach-Bliley Act (GLBA).
Unless
otherwise
indicated, the Site is our proprietary property and all source code, databases,
functionality, software, website designs, audio, video, text, photographs, and
graphics on the Site (collectively, the “Content”) and the trademarks, service
marks, and logos contained therein (the “Marks”) are owned or controlled by us or
licensed to us, and are protected by copyright and trademark laws and various
other intellectual property rights and unfair competition laws of the United
States, international copyright laws, and international conventions. The Content and the Marks
are provided on the
Site “AS IS” for your information and personal use only. Except as expressly provided in these
Terms
of Use, no part of the Site and no Content or Marks may be copied, reproduced,
aggregated, republished, uploaded, posted, publicly displayed, encoded,
translated, transmitted, distributed, sold, licensed, or otherwise exploited
for any commercial purpose whatsoever, without our express prior written
permission.
Provided
that you
are eligible to use the Site, you are granted a limited license to access and
use the Site and to download or print a copy of any portion of the Content to
which you have properly gained access solely for your personal, non-commercial
use. We reserve all rights not expressly granted to you in and to the Site, the Content and the
Marks.
By using
the Site, you represent and warrant that:
(1) all registration information you
submit
will be true, accurate, current, and complete; (2) you will maintain the accuracy of
such information and promptly update such registration information as necessary;
(3) you have the legal capacity and you agree to
comply with these Terms of Use;
(4) you are not under the age of
13;
(5) you are not a
minor in the jurisdiction in which you reside,
or if a minor, you have
received parental permission to use the Site
;
(6) you will not access the Site
through automated or non-human means, whether through a bot, script or
otherwise; (7) you will not use the Site for any illegal or
unauthorized
purpose; and (8) your use of the Site
will not violate any applicable law or regulation.
If you
provide any information that is untrue, inaccurate, not current, or incomplete, we have the
right to suspend or terminate your account and refuse any and all current or future use of the
Site (or any portion thereof).
USER
REGISTRATION
You
may be
required to register with the Site. You agree to keep your password
confidential and will be responsible for all use of your account and password.
We accept the following forms of
payment:
You may be required to purchase or
pay a fee to access some of our services. You agree to provide current, complete, and
accurate purchase and account information for all purchases made via the Site. You
further agree to promptly update account and payment information, including email
address, payment method, and payment card expiration date, so that we can complete your
transactions and contact you as needed. We bill you through an online billing account
for purchases made via the Site. Sales tax will be added to the price of purchases as
deemed required by us. We may change prices at any time. All payments shall be in Euros .
You agree to pay all
charges or fees at the prices then in effect for your purchases, and you authorize us to
charge your chosen payment provider for any such amounts upon making your purchase.
If
your purchase is subject to recurring charges, then you
consent to our charging your payment method on a recurring basis without
requiring your prior approval for each recurring charge, until you notify us
of your cancellation.
We reserve the right to correct any
errors or mistakes in
pricing, even if we have already requested or received payment. We also reserve
the right to refuse any order placed through the Site.
We offer a
14
-day free trial to new users who register with the Site. The account will not be charged and the subscription will
be suspended until upgraded to a paid version
If you are unsatisfied
with our services, please email us.
SOFTWARE
We may
include
software for use in connection with our services. If such software is
accompanied by an end user license agreement (“EULA”), the terms of the EULA
will govern your use of the software. If such software is not accompanied by
a
EULA, then we grant to you a non-exclusive, revocable, personal, and
non-transferable license to use such software solely in connection with our
services and in accordance with these Terms of Use. Any Software and any
related documentation is provided “as is” without warranty of any kind,
either
express or implied, including, without limitation, the implied warranties of
merchantability, fitness for a particular purpose, or non-infringement. You
accept any and all risk arising out of use or performance of any Software.
You
may not reproduce or redistribute any software except in accordance with the
EULA or these Terms of Use.
You may
not access or use the Site for any purpose other than that for which we make the Site available.
As a user of the
Site, you agree not to:
CONTRIBUTION
LICENSE
You
and the Site agree that we may access, store, process, and use any information and
personal data that you provide following the terms of the Privacy Policy and your
choices (including settings).
By
submitting suggestions or other feedback regarding the Site, you agree that we can
use and share such feedback for any purpose without compensation to
you.
We
do not assert any ownership over your Contributions. You retain full ownership of
all of your Contributions and any intellectual property rights or other proprietary
rights associated with your Contributions. We are not liable for any statements or
representations in your Contributions provided by you in any area on the Site. You
are solely responsible for your Contributions to the Site and you expressly agree to
exonerate us from any and all responsibility and to refrain from any legal action
against us regarding your Contributions.
You
acknowledge and agree that any questions, comments, suggestions, ideas,
feedback, or other information regarding the Site ("Submissions") provided by
you to us are non-confidential and shall become our sole property. We shall own
exclusive rights, including all intellectual property rights, and shall be
entitled to the unrestricted use and dissemination of these Submissions for any
lawful purpose, commercial or otherwise, without acknowledgment or compensation
to you. You hereby waive all moral rights to any such Submissions, and you
hereby warrant that any such Submissions are original with you or that you have
the right to submit such Submissions. You agree there shall be no recourse
against us for any alleged or actual infringement or misappropriation of any
proprietary right in your Submissions.
THIRD-PARTY
WEBSITES AND CONTENT
The
Site may contain (or you may be sent via the Site) links to
other websites ("Third-Party Websites") as well as articles,
photographs, text, graphics, pictures, designs, music, sound,
video, information, applications, software, and other content or
items belonging to or originating from third parties
("Third-Party Content"). Such Third-Party Websites and
Third-Party Content are not investigated, monitored, or checked
for accuracy, appropriateness, or completeness by us, and we are
not responsible for any Third-Party Websites accessed through
the Site or any Third-Party Content posted on, available
through, or installed from the Site, including the content,
accuracy, offensiveness, opinions, reliability, privacy
practices, or other policies of or contained in the Third-Party
Websites or the Third-Party Content. Inclusion of, linking to,
or permitting the use or installation of any Third-Party
Websites or any Third-Party Content does not imply approval or
endorsement thereof by us. If you decide to leave the Site and
access the Third-Party Websites or to use or install any
Third-Party Content, you do so at your own risk, and you should
be aware these Terms of Use no longer govern. You should review
the applicable terms and policies, including privacy and data
gathering practices, of any website to which you navigate from
the Site or relating to any applications you use or install from
the Site. Any purchases you make through Third-Party Websites
will be through other websites and from other companies, and we
take no responsibility whatsoever in relation to such purchases
which are exclusively between you and the applicable third
party. You agree and acknowledge that we do not endorse the
products or services offered on Third-Party Websites and you
shall hold us harmless from any harm caused by your purchase of
such products or services. Additionally, you shall hold us
harmless from any losses sustained by you or harm caused to you
relating to or resulting in any way from any Third-Party Content
or any contact with Third-Party Websites.
U.S.
GOVERNMENT RIGHTS
Our
services are “commercial items” as defined in Federal
Acquisition Regulation (“FAR”) 2.101. If our services are acquired by or on
behalf of any agency not within the Department of Defense (“DOD”), our
services
are subject to the terms of these Terms of Use in accordance with FAR 12.212
(for computer software) and FAR 12.211 (for technical data). If our services
are acquired by or on
behalf of any agency within the Department of Defense, our services are
subject
to the terms of these Terms of Use in accordance with Defense Federal
Acquisition Regulation (“DFARS”) 227.7202‑3.
In addition, DFARS 252.227‑7015
applies to technical data acquired
by the DOD. This U.S. Government Rights clause is in lieu of, and
supersedes,
any other FAR, DFARS, or other clause or provision that addresses government
rights in computer software or technical data under these Terms of
Use.
We
reserve the
right, but not the obligation, to: (1) monitor the Site for violations of
these Terms of Use; (2) take appropriate legal action against anyone who, in
our sole discretion, violates the law or these Terms of Use, including without
limitation, reporting such user to law enforcement authorities; (3) in our sole
discretion and without limitation, refuse, restrict access to, limit the
availability of, or disable (to the extent technologically feasible) any of
your Contributions or any portion thereof; (4) in our sole discretion and
without limitation, notice, or liability, to remove from the Site or otherwise
disable all files and content that are excessive in size or are in any way
burdensome to our systems; and (5) otherwise manage the Site in a manner
designed to protect our rights and property and to facilitate the proper
functioning of the Site.
PRIVACY
POLICY
We
care about data privacy and security. Please review our Privacy
Policy. By using the Site, you agree to be bound by our Privacy
Policy, which is incorporated into these Terms of Use. Please be
advised the Site is hosted in Germany . If you access the
Site from any other region of the world with laws or other
requirements governing personal data collection, use, or disclosure
that differ from applicable laws in
Germany
, then through your continued use of the Site,
you
are transferring your data to
Germany
, and you agree to have your data transferred to and
processed in
Germany
.
Further, we do not
knowingly accept, request, or solicit information from
children or knowingly
market to children. Therefore, in
accordance with the U.S. Children’s Online Privacy
Protection Act, if we
receive actual knowledge that anyone under the age of 13
has provided personal
information to us without the requisite and verifiable
parental consent, we
will delete that information from the Site
as quickly as is reasonably
practical.
These
Terms of Use shall remain in full force and effect while you use the Site.
WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT
TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND
USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY
REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY
REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY
APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE
SITE OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT
ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.
If we
terminate
or suspend your account for any reason, you are prohibited from registering
and
creating a new account under your name, a fake or borrowed name, or the name
of
any third party, even if you may be acting on behalf of the third party. In
addition to terminating or suspending your account, we reserve the right to
take appropriate legal action, including without limitation pursuing civil,
criminal, and injunctive redress.
We
reserve the right to change, modify, or remove the contents of the Site at any
time or for any reason at our sole discretion without notice. However, we have
no obligation to update any information on our Site. We also reserve the right
to modify or discontinue all or part of the Site without notice at any time. We
will not be liable to you or any third party for any modification, price change,
suspension, or discontinuance of the Site.
We
cannot guarantee
the Site will be available at all times. We may experience hardware, software,
or other problems or need to perform maintenance related to the Site, resulting
in interruptions, delays, or errors. We
reserve the right to change, revise, update, suspend, discontinue, or otherwise
modify the Site at any time or for any reason without notice to you. You agree
that we have no liability
whatsoever for any loss, damage, or inconvenience caused by your inability to
access or use the Site during any downtime or discontinuance of the Site.
Nothing in these Terms of Use will be
construed to obligate us to maintain and support the Site or to supply any
corrections, updates, or releases in connection therewith.
These conditions are governed by and interpreted
following the laws of Latvia , and the use of the United
Nations Convention of Contracts for the International Sale of Goods is expressly
excluded. If your habitual residence is in the EU, and you are a consumer, you
additionally possess the protection provided to you by obligatory provisions of
the law of your country of residence. Code Insights LLC and
yourself both agree to submit to the non-exclusive jurisdiction of the courts of
Riga, Latvia , which means that you may make a claim to
defend your consumer protection rights in regards to these Conditions of Use in
Latvia ,
or in the EU country in which you reside.
Informal Negotiations
To expedite
resolution
and control the cost of any dispute, controversy, or claim related
to these Terms of Use (each "Dispute" and collectively, the
“Disputes”) brought by either you or us (individually, a “Party” and
collectively, the “Parties”), the Parties agree to first attempt to
negotiate any Dispute (except those Disputes expressly provided
below) informally for at least thirty (30) days before initiating
arbitration. Such informal negotiations commence upon written notice
from one Party to the other Party.
Binding
Arbitration
Any dispute arising from the relationships between the
Parties to this contract shall be determined by one arbitrator who will be chosen in
accordance with the Arbitration and Internal Rules of the European Court of
Arbitration being part of the European Centre of Arbitration having its seat in
Strasbourg, and which are in force at the time the application for arbitration is
filed, and of which adoption of this clause constitutes acceptance. The seat of
arbitration shall be Republic of Latvia .
Restrictions
The Parties agree that any arbitration shall be limited to
the Dispute between the Parties individually. To the full extent permitted by law,
(a) no arbitration shall be joined with any other proceeding; (b) there is no right
or authority for any Dispute to be arbitrated on a class-action basis or to utilize
class action procedures; and (c) there is no right or authority for any Dispute to
be brought in a purported representative capacity on behalf of the general public or
any other persons.
CORRECTIONS
There may be information on the Site that contains
typographical errors, inaccuracies, or omissions, including descriptions, pricing,
availability, and various other information. We reserve the right to correct any
errors, inaccuracies, or omissions and to change or update the information on the
Site at any time, without prior notice.
DISCLAIMER
THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS.
YOU AGREE THAT YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO
THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED,
IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR
COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE
AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR
INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF
ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANY
UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL
INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR
CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES,
OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY,
AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR
DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED,
TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE,
GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED
BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE
APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY
TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY
THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR
SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT
AND EXERCISE CAUTION WHERE APPROPRIATE.
LIMITATIONS OF LIABILITY
IN NO
EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY
THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL,
SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA,
OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING
ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR
LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE
FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO
THE AMOUNT PAID,
IF ANY, BY YOU TO
US
DURING THE ONE (1) MONTH
PERIOD PRIOR TO ANY CAUSE OF ACTION
ARISING
.
CERTAIN US STATE LAWS
AND INTERNATIONAL LAWS
DO NOT ALLOW LIMITATIONS
ON IMPLIED WARRANTIES OR
THE EXCLUSION OR
LIMITATION OF CERTAIN
DAMAGES. IF THESE LAWS
APPLY TO YOU, SOME OR
ALL OF THE ABOVE
DISCLAIMERS OR
LIMITATIONS MAY NOT
APPLY TO YOU, AND YOU
MAY HAVE ADDITIONAL
RIGHTS.
INDEMNIFICATION
You agree to defend, indemnify, and hold us harmless,
including our subsidiaries, affiliates, and all of our respective officers, agents,
partners, and employees, from and against any loss, damage, liability, claim, or
demand, including reasonable attorneys’ fees and expenses, made by any third party
due to or arising out of:
(1) use of the Site; (2) breach of these Terms of Use; (3) any breach of your
representations and warranties set forth in these Terms of Use; (4) your violation
of the rights of a third party, including but not limited to intellectual property
rights; or (5) any overt harmful act toward any other user of the Site with whom you
connected via the Site. Notwithstanding the foregoing, we reserve the right, at your
expense, to assume the exclusive defense and control of any matter for which you are
required to indemnify us, and you agree to cooperate, at your expense, with our
defense of such claims. We will use reasonable efforts to notify you of any such
claim, action, or proceeding which is subject to this indemnification upon becoming
aware of it.
USER DATA
We will maintain certain data that you transmit to the Site
for the purpose of managing the performance of the Site, as well as data relating to
your use of the Site. Although we perform regular routine backups of data, you are
solely responsible for all data that you transmit or that relates to any activity
you have undertaken using the Site. You agree that we shall have no liability to you
for any loss or corruption of any such data, and you hereby waive any right of
action against us arising from any such loss or corruption of such data.
ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND
SIGNATURES
Visiting the Site,
sending us emails, and completing online forms constitute electronic
communications. You consent to receive electronic communications, and you agree
that all agreements, notices, disclosures, and other communications we provide
to you electronically, via email and on the Site, satisfy any legal requirement
that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC
SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF
NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR
VIA THE SITE. You hereby waive any rights or requirements under any statutes,
regulations, rules, ordinances, or other laws in any jurisdiction which require
an original signature or delivery or retention of non-electronic records, or to
payments or the granting of credits by any means other than electronic
means.
CALIFORNIA USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved,
you can contact the Complaint Assistance Unit of the Division of Consumer Services
of the California Department of Consumer Affairs in writing at 1625 North Market
Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210
or (916) 445-1254.
MISCELLANEOUS
These Terms of Use and any policies or operating rules
posted by us on the Site or in respect to the Site constitute the entire agreement
and understanding between you and us. Our failure to exercise or enforce any right
or provision of these Terms of Use shall not operate as a waiver of such right or
provision. These Terms of Use operate to the fullest extent permissible by law. We
may assign any or all of our rights and obligations to others at any time. We shall
not be responsible or liable for any loss, damage, delay, or failure to act caused
by any cause beyond our reasonable control. If any provision or part of a provision
of these Terms of Use is determined to be unlawful, void, or unenforceable, that
provision or part of the provision is deemed severable from these Terms of Use and
does not affect the validity and enforceability of any remaining provisions. There
is no joint venture, partnership, employment or agency relationship created between
you and us as a result of these Terms of Use or use of the Site. You agree that
these Terms of Use will not be construed against us by virtue of having drafted
them. You hereby waive any and all defenses you may have based on the electronic
form of these Terms of Use and the lack of signing by the parties hereto to execute
these Terms of Use.
CONTACT US
In order
to resolve a complaint regarding the Site or to receive further information
regarding use of the Site, please contact us.