Updates to Terms.
We may make changes to the Terms from time to time and if we do, we will notify you by revising the date at the top of the Terms and, in some cases, we may provide you with additional notice. You should look at the Terms regularly. Unless otherwise noted, the amended Terms will be effective immediately and your continued use of our Services and Software will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services and Software.
Use of Services and Software.
Subject to your compliance with the Terms and applicable law, you may access and use the Services and Software that we make available and that you license from us. Your licence(s) expire at the end of the term set forth in your order document. The version(s) of the Services and Software available at your renewal date may be different from the version(s) available when you first purchased your licence(s) from XOSystem - Janvas. The versions of the Services and Software that XOSystem - Janvas supports can be found here. You agree that your decision to use or purchase Software or Services is not contingent on the delivery of any future functionality or features or dependant on any oral or written public comments made by us regarding future functionality or features.
- XOSystem - Janvas Intellectual Property.
We (and our licensors) remain the sole owner of all right, title and interest in the Services and Software. Except as stated in the Terms, we do not grant you any rights to patents, copyrights, trade secrets, trademarks or any other rights in respect to the items in the Services or Software. We reserve all rights not granted under the Terms.
You are responsible for all activity that occurs via your account even if that activity is not by you or is without your knowledge or consent. Please notify Customer Support immediately if you become aware of any unauthorised use of your account. You may not (A) share your account information (except with an authorised account administrator), whether intentionally or unintentionally; or (B) use another person’s account. Your account administrator may use your account information to manage your use and access to the Services and Software.
Free Account Inactivity.
You are responsible for keeping your account active, which means you must sign in periodically to avoid any disruption or loss of access to the Services and Software or termination of your account. If you don't sign into your account periodically, we reserve the right to assume your account is inactive and you agree that we may close it for you. You understand that you will lose access to any Content stored in your account upon closure. Prior to closing your account for inactivity, we will attempt to provide notice to you. For the avoidance of doubt, this section 5.2 (Account Inactivity) does not apply to paid accounts in good standing.
The XOSystem - Janvas communities often consist of users who expect a certain degree of courtesy and professionalism. You must use the Services and Software responsibly.
You must not misuse the Services or Software. For example, you must not:
(A) use the Services or Software without or in violation of, a written licence or agreement with XOSystem - Janvas;
(B) copy, modify, host, stream, sublicence or resell the Services or Software;
(C) enable or allow others to use the Services or Software using your account information;
(F) access or attempt to access the Services or Software by any means other than the interface we provide or authorise;
(G) circumvent any access or use restrictions put into place to prevent certain uses of the Services or Software;
(I) Share any Content that is unlawful, harmful, threatening, obscene, violent, abusive, tortious, defamatory, libelous, vulgar, lewd, profane, invasive of another’s privacy, hateful or otherwise objectionable;
(J) Share any Content that sexualises minors or that is intended to facilitate inappropriate interactions with minors, other XOSystem - Janvas users or the public;
(K) impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
(L) attempt to disable, impair or destroy the Services or Software;
(N) disrupt, interfere with or inhibit any other user from using the Services or Software (such as stalking, intimidation, harassment or incitement or promotion of violence or self-harm);
(Q) use any data mining or similar data gathering and extraction methods in connection with the Services or Software, including data scraping for machine learning or other purposes;
(R) artificially manipulate or disrupt the Services or Software (such as manipulating appreciations on Behance or driving users to third-party sites);
(S) create XOSystem - Janvas accounts for the purpose of violating these terms or for circumventing account termination or other types of actions taken by XOSystem - Janvas;
(T) manipulate or otherwise display the Services or Software by using framing or similar navigational technology; or
(U) violate applicable law.
Disclaimers of Warranties.
Unless stated in the Additional Terms, the Services and Software are provided “AS-IS.” To the maximum extent permitted by law, we disclaim all warranties, express or implied, including the implied warranties of non-infringement, merchantability and fitness for a particular purpose. We make no commitments about the content within the Services. We further disclaim any warranty that (A) the Services or Software will meet your requirements or will be constantly available, uninterrupted, timely, secure or error-free; (B) the results obtained from the use of the Services or Software will be effective, accurate or reliable; (C) the quality of the Services or Software will meet your expectations; or (D) any errors or defects in the Services or Software will be corrected.
We specifically disclaim all liability for any actions resulting from your use of any Services or Software. You may use and access the Services or Software at your own discretion and risk and you are solely responsible for any damage to your computer system or loss of data that results from the use of and access to any Service or Software.
If you post your Content on our servers to publicly Share through the Services, we are not responsible for: (A) any loss, corruption or damage to your Content; (B) the deletion of Content by anyone other than XOSystem - Janvas; or (C) the inclusion of your Content by third parties on other websites or in other media.
Limitation of Liability.
Unless stated in the Additional Terms, we are not liable to you or anyone else for any special, incidental, indirect, consequential, moral, exemplary or punitive damages whatsoever, regardless of cause, including losses and damages (A) resulting from loss of use, data, reputation, revenue or profits; (B) based on any theory of liability, including breach of contract or warranty, negligence or other tortious action; or (C) arising out of or in connection with your use of or access to the Services or Software. Nothing in the Terms limits or excludes our liability for gross negligence, intentional misconduct of XOSystem - Janvas or its employees, death or personal injury.
Our total liability in any matter arising out of or related to the Terms is limited to the greater of (A) US $100; or (B) the aggregate amount that you paid for access to the Services and Software during the three-month period preceding the event giving rise to the liability.
These limitations and exclusions in this section 10 (Limitation of Liability) apply to the maximum extent permitted by law even if (A) a remedy does not fully compensate you for any losses or fails of its essential purpose; or (B) we knew or should have known about the possibility of damages.
Termination by You.
You may stop using the Services and Software at any time. Termination of your account does not relieve you of any obligation to pay any outstanding fees.
Termination by Us.
If we terminate the Terms or your use of the Service(s) or Software for reasons other than for cause, we will make reasonable efforts to notify you at least 30 days prior to termination via the email address you provide to us with instructions on how to retrieve your Content. Please note you may lose access to your Content upon termination, as described in Section 4.4 (Termination of Licence). Unless stated in any Additional Terms, we may, at any time, terminate or suspend your right to use and access the Services or Software if:
(A) you breach any provision of the Terms (or act in a manner that clearly shows you do not intend to or are unable to, comply with the Terms);
(B) you fail to make the timely payment of fees for the Services or Software, if any;
(C) you physically, verbally or through other means abuse, threaten, bully or harass us or our personnel (in such circumstances, we may alternatively suspend or restrict your access to the Services or Software);
(D) you have repeatedly made complaints in bad faith or without a reasonable basis and continue to do so after we have asked you to stop (in such circumstances, we may alternatively suspend or restrict your access to the Services or Software);
(E) we are required to do so by law (for example, where the provision of the Services or Software to you is or becomes, unlawful);
(F) we elect to discontinue the Services or Software, in whole or in part (such as if it becomes impractical for us to continue offering Services in your region due to change of law); or
(G) there has been an extended period of inactivity in your free account.
Upon the expiration or termination of the Terms, some or all of the Services and Software may cease to operate without prior notice. Your indemnification obligations, our warranty disclaimers and limitations of liabilities and dispute resolution provisions stated in the Terms will survive.
Trade Sanctions and Export Control Compliance.
The Services and Software and your use of them, are subject to laws, restrictions and regulations of the United States and other jurisdictions that (A) govern the import, export and use of the Services and Software; and (B) may prohibit us from providing the Services and Software to you without notice. By using the Services and Software, you agree to comply with all such laws, restrictions and regulations and you warrant that you are not prohibited from receiving the Services and Software by the laws of any jurisdiction.
If you have any concern or dispute, you agree to first try to resolve the dispute informally by contacting us. If a dispute is not resolved within 30 days of receipt by us, any resulting legal actions must be resolved through final and binding arbitration, including any question of whether arbitration is required, except that you may assert claims in small claims court if your claims qualify. Claims related to the Terms, Services or Software are permanently barred if not brought within one year of the event resulting in the claim.
No Class Actions.
You may only resolve disputes with us on an individual basis and you may not bring a claim as a plaintiff or a class member in a class, consolidated or representative action.
Notwithstanding the foregoing, in the event of your or others’ unauthorised access to or use of the Services or Software in violation of the Terms, you agree that we are entitled to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
If you are a Business, then we may, no more than once every 12 months, upon seven 7 days’ prior notice to you, appoint our personnel or an independent third-party auditor who is obliged to maintain confidentiality to inspect (including manual inspection, electronic methods or both) your records, systems and facilities to verify that your installation and use of any and all Services or Software is in conformity with its valid licences from us. Additionally, you will provide us with all records and information requested by us within 30 days of our request in order for us to verify that the installation and use of any and all Services and Software is in conformity with your valid licences. If the verification discloses a shortfall in licences for the Services or Software, you will immediately acquire any necessary licences, subscriptions and applicable back maintenance and support. If the underpaid fees exceed 5% of the value of the payable licence fees, then you will also pay for our reasonable cost of conducting the verification.
Updates to Services and Software and Availability.
Updates to the Services and Software.
We may modify, update or discontinue the Services or Software (including any portions or features) at any time, without liability to you or anyone else. However, for changes to paid offerings, we will make reasonable efforts to notify you of the modification, update or discontinuation. If we discontinue the Services or Software in its entirety, we will use reasonable commercial efforts to allow you to transition your Content and we may provide you with a pro rata refund for any unused fees for that Service or Software that you prepaid.
Webpages describing the Services are accessible worldwide, but this does not mean all Services or service features are available in your country or that user-generated content available via the Services is legal or available in your country. Access to certain Services (or certain Service features, Sample Files or Content Files) in certain countries may be blocked by us or foreign governments. It is your responsibility to make sure your use of the Services is legal or available where you use them. Services are not available in all languages.
No Modifications, Reverse Engineering.
Except as expressly permitted in the Terms, you may not (A) modify, port, adapt or translate any portion of the Services or Software; or (B) reverse engineer (including but not limited to monitoring or tracking the inputs and outputs flowing through a system or an application in order to recreate that system), decompile, disassemble or otherwise attempt to discover, within any Service or Software, the source code, data representations or underlying algorithms, processes, methods and any other portion of such Service or Software. If the laws of your jurisdiction give you the right to decompile the Services or Software to obtain information necessary to render the licensed portions of the Services or Software interoperable with other software, you must first request such information from us. We may, in our discretion, either provide such information to you or impose reasonable conditions, including a reasonable fee, on your decompilation of the Services or Software to ensure that our and our suppliers’ proprietary rights in the Services and Software are protected.
The English version of the Terms will be the version used when interpreting or construing the Terms.
Notice to XOSystem - Janvas.
You may send notices to us at the following address: XOSystem - Janvas - Via Varese,30, Pesaro, Italy, Attention: General Counsel.
Notice to You.
We may notify you by email, postal mail, postings within the Services or other legally accepted means. It is your responsibility to keep your account information current to receive notifications.
You may not assign or otherwise transfer the Terms or your rights and obligations under the Terms, in whole or in part, without our written consent and any such attempt will be void. We may transfer our rights under the Terms to a third party.
Headings used in the Terms are provided for convenience only and will not be used to construe meaning or intent.
If any provision of the Terms is held invalid or unenforceable for any reason, the remainder of the Terms will continue in full force and effect.
Our failure to enforce or exercise any provision of the Terms is not a waiver of that provision.
Neither party will be liable to the other for any delay or failure to perform any obligation (other than your payment obligations to XOSystem - Janvas) under the Terms if the delay or failure is due to unforeseen events, which occur after the effectiveness of the Terms and which are beyond the reasonable control of the parties, such as strikes, blockade, war, terrorism, riots, natural disasters, refusal of licence by the government or other governmental agencies, in so far as such an event prevents or delays the affected party from fulfilling its obligations and such party is not able to prevent or remove the force majeure at a reasonable cost.