Please Read These Terms Carefully Before Using this Service
The contents on this website (the "site") are provided by Exadime, LLC, as a service to its customers. By using this site, you agree to these Terms. If you do not agree to them, do not use the site or access the service from it
The words "use" or "using" in this Agreement, means any time a User, directly or indirectly, with or without the aid of a machine or device, does or attempts to access, interact with, use, display, view, print or copy from Exadime Services, transmit, receive or exchange data or communicate with the Exadime Services, or in any way utilizes, benefits, takes advantage of or interacts with any function, service or feature of the Exadime Services, for any purpose whatsoever.
Unless explicitly stated otherwise, the Terms will govern the use of any new features that augment or enhance the current Services, including the release of new Exadime resources and services.
Exadime provides SaaS hosting service.
Guaranteed uptime is 99.9%. Uptime is defined as service availability. This guarantee includes network and server uptime but excludes the scheduled maintenance. It does not cover any areas where Exadime has no direct influence, such as backbone provider failures, fibre-optic main line cuts, DNS or Domain Registrar issues with subscriber's domain name, denial of service attacks, or connection issues between the customer's location and the Exadime data centre.
We require various maintenance windows to keep the system up-to-date or to add new functionalities. We will coordinate maintenance windows in such a way that there is minimum interruption of service to the greatest number of customers. Standard maintenance activities include but are not limited to hardware upgrade, software patching, upgrade, space management, memory management, etc.
General support is available during regular business hours 9 AM - 5 PM ET Monday through Friday. Priority support is available 24x7 (24 Hours a day, 7 Days a week). Service request is prioritized based on its nature and impact on the business. Priority support includes service loss, component failure, data corruption, sudden performance issue, etc. General support includes configuration, new account, cancellation, performance tuning, etc. If any service request that you submit requires immediate attention, please mention the same in the service request title/subject.
In case of partial or full data loss, we will make every effort to restore the data. In no event shall Exadime have any liability whatsoever for damage, alteration or loss of information.
During the period that Exadime provides SaaS hosting services pursuant to Section 2, Customer hereby grants to Exadime a non-exclusive, non-sublicenseable, royalty-free, worldwide license to reproduce, distribute, publicly perform, publicly display and digitally perform the Content only on or in conjunction with the Website. Customer grants license to backup/archive/upload/transit customer content to onsite/offsite. Customer grants no rights other than explicitly granted herein, and Exadime shall not exceed the scope of its license
In order to access some features of the Site, you will have to create an account. You must be 18 years of age or older; and submit a valid email address; select a username and password during the registration process.
By electing to use these services; (a) you warrant that all information you submit while registering is current, true and accurate; (b) you agree to update this information; (c) You will not create more than one personal profile: (d) If we disable your account, you will not create another one without our permission; (e).you agree not to use the Services for any unlawful purpose.
The password chosen by you is known only to you. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another User at any time or to disclose your password to any third party. You agree to notify Exadime immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account by any third party.
You also represent that you are not a person barred from receiving the Services under the laws of your country or other applicable jurisdiction If you provide any information that is untrue, inaccurate, not current or incomplete, or if Exadime has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Exadime has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
All accounts are set up on a pre-pay basis. Although Exadime reserves the right to change prices of accounts or services at any time, all pricing is guaranteed for the period of pre-payment.
All plans are annual. There is no minimum contract period.
In order to ensure uninterrupted service, all plans will automatically renew at the end of the plan's billing cycle.
In the event that any amount due to Company remains unpaid thirty (30) days after such payment is due, Company, in its sole discretion, may immediately suspend the Services to the defaulting customer.
In the event that any account stands suspended for a period of more than thirty (30) days, $100 reinstatement fee shall be paid to restore the services.
Customer can cancel the contract at any time by providing thirty days prior notice. After cancellation of service, data will be permanently deleted from our system. Please ensure that the data migration is completed before cancellation.
Invoice that are past due 10 days will be subject to late fees. The late fee will be 5% of the invoice total or $10 whichever is higher.
If a Customer fails to dispute any charge within thirty (30) days from the date of the charge, Customer waives its rights to thereafter make any such dispute and all such charges will be deemed valid.
If Customer's payment is returned or rejected for any reason whatsoever, Customer agrees to pay a $25 fee in addition to any fees that may be charged to Customer, by an interested third party.
In the event Subscriber issues a chargeback or reversal of charges without first following the above cancellation procedures, the Subscriber will be responsible for a $100.00 billing service fee. Accounts that have an open dispute may be disabled for security purposes.
If the customer is not satisfied with our service with in the first 30 days after sign-up, then the customer is eligible for full refund. Exadime processes the refund within 30 days. To receive refund, please contact Sales.
As a registered User, you may submit images, video, text and links to Exadime collectively referred to as "User Submissions." As a user, you understand and accept that you are solely responsible for your own User Submissions and the consequences of posting or publishing them.
The Exadime Website permits the submission of images, videos, text communications, submitted by you and other users ("User Submissions") and the hosting, sharing, and/or publishing of such User Submissions. Exadime does not guarantee any confidentiality with respect to any User submissions despite it not being published.
You also hereby grant Exadime the right to use the User Submissions for promoting the Exadime site (and derivative works thereof) through any media channels. You also hereby grant each user of Exadime a non-exclusive license to access your User Submissions through Exadime, and to use, reproduce, distribute, display and perform such User Submissions as permitted through the functionality of Exadime and under these Terms.
Without limiting the foregoing, Exadime reserves the right to use Submissions as it deems appropriate, including, without limitation, deleting, editing, modifying, rejecting, or refusing to post it. Exadime is under no obligation to offer you the opportunity to edit, delete or otherwise modify Content once it has been submitted to Exadime. Exadime shall have no duty to attribute authorship of Submissions to you, and shall not be obligated to enforce any form of attribution by third parties.
Exadime does not endorse any Submissions that may appear on or through the Site and makes no warranties, express or implied, as to their accuracy and reliability. Exadime expressly disclaims any and all liability in connection with any and all Submissions.
User agrees that use of the site is subject to all applicable International, National, Federal, state, and local laws and regulations. The User agrees to abide by these laws and is solely responsible for the contents of its communications through the Service. User agrees to use Exadime for lawful purposes only.
You agree: 1. not to use Exadime for illegal purposes;
2. not to interfere or disrupt networks connected to the Exadime;
3. to comply with all regulations, policies and procedures of networks connected to Exadime;
4. not to restrict any other visitor from using the service;
5. to act responsibly, treat other website users with respect and not violate their rights;
6. not to modify, adapt, sublicense, translate, sell, reverse engineer, decompile, or disassemble any portion of the Service or any part of the Website; 7. not to harvest or collect information about Users of the service without their express consent;
8. not to solicit personal information from any one under the age of 18;
9. not to upload contents that contain restricted text/images.
Exadime requires that any information posted by you regarding a company, person, or other entity is truthful and factual. Companies and individuals are protected by law from false claims against them. Negative comments and complaints posted by you could be construed as claims about a company or an individual and may be subject to libel laws. Please verify that all information submitted is accurate and factual.
User agrees that - it shall not distribute or facilitate distribution of any content, including but not limited to text, communications, software, images, sounds, data, or other information; it shall not send / receive messages that: (1) is unlawful, threatening, abusive, harassing, defamatory, libellous, deceptive, fraudulent, invasive of another's privacy, tortuous, contains explicit or graphic descriptions or accounts of sexual acts (including but not limited to sexual language of a violent or threatening nature directed at another individual or group of individuals) or provide links to adult contents elsewhere, or otherwise violates Exadime's rules or policies; (2) victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability; (3) infringes on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party; (4) constitutes unauthorized or unsolicited advertising, junk or bulk email (also known as "spamming"), chain letters, facsimiles, any other form of unauthorized solicitation, or any form of lottery or gambling; (5) contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party; (6) contains site search/retrieval applications or device or process to download the contents available through the service; (7) impersonates any person or entity, including any of our employees or representatives.
Exadime does not monitor the contents uploaded by the users. However, if you are found to be involved in any of the afore-mentioned acts of using the service unlawfully, or if it is brought to our notice by another user or the copyright owner, you will be advised to remove the materials immediately. Failure to immediately remove the content will result in a cancellation of your account and forfeiture of any fees provided to Exadime. Exadime also reserves the right to remove such prohibited material without warning or notification to the User.
If you encounter such prohibited material on the Site, you waive your right to any damages related to such exposure. Such material should be immediately reported to us.
In case of any violation of these Terms, Exadime reserves the right to seek all remedies available by law and in equity for such violations.
You hereby acknowledge and agree that Exadime may terminate its services or involvement with you, at any stage or at any time during the introductory and/or negotiation and/or facilitation process, by giving you written notice thereof, without Exadime having to provide you with any specific explanation or reason, or without Exadime having any legal or financial obligation or liability towards you of whatsoever nature.
This Agreement may be terminated at any time if:
(a) your website contains any material which is illegal, pornographic, radically abusive or is likely to cause offence or to damage Exadime reputation;
(b) you commit any material breach of this agreement;
(c) you enter into liquidation whether compulsory or voluntary, as a receiver or administrator appointed, enter into any arrangement with your creditors or cease or threaten to cease to trade;
(d) you stop paying for more than 90 days to Exadime.
However, we will give you seven days to meet any such obligation before terminating our Agreement. Suspension of Services
We reserve the right to suspend all or any of the services that we have given to you, including those that have been already paid for should any of these Terms not be met.
Exadime respects your Intellectual Property Rights and has a policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act, 1998, available on http://www.copyright.gov/legislation/dmca.pdf. If you are a copyright owner or an agent thereof, and you believe that any content hosted on our website http://www.exadime.net infringes your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") through mail or email, by providing Exadime's Designated Copyright Agent (details mentioned below), with the following information in writing. If Exadime is convinced about the violation, it will promptly take appropriate action by disabling the access to such material or remove it and also termination of the membership of those Users without notice if they are found to be "repeat infringers."
(a) Identification of the copyrighted work you claim to have been infringed, or, if multiple copyrighted works on http://www.exadime.net are covered by a single notification, a list of such works.
(b) Identification of the material you claim to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material. Please provide URLs to help us locate content quickly.
(c) Sufficient information to enable us to contact the complaining party, such as address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
(d) A statement as follows: "I hereby state that I have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law".
(e) Another statement: "I hereby state that the information in the notification is accurate, and under penalty of perjury, that I am the owner/ authorized to act on behalf of the owner of an exclusive right that is allegedly infringed".
(f) Your physical or electronic signature.
Please note that under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
If you are the owner of the allegedly infringed material and if you elect to send us a counter notice; in order to enable us to take cognizance of your notification, it must be in writing and must include the following:
(a) A physical or electronic signature of the member.
(b) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.
(c) A statement under penalty of perjury as follows: "I have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled."
(d) Another statement: "I consent to the jurisdiction of the Courts for the judicial district ________________, or (if the subscriber's address is outside of the United States) courts located at ____________ in which http://www.exadime.net may be accessed, and that the subscriber will accept service of process from the person who provided notification or an agent of such person".
(e) The member's name, address, and telephone number.
Please note that under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability.
You may submit your Counter Notification by sending it to our Designated Agent by mail or e-mail as set forth below.
You can send your notifications and counter-notifications of claimed infringement to Designated Copyright Agent who can be reached as below:
Attention: Copyright Agent
30 Knightsbridge Road
Piscataway NJ 08854
You acknowledge that if you fail to comply with all of the requirements, your DMCA notification may not be valid.
Users shall not infringe on the Trademark of Exadime. Users shall not mask the Trademark of Exadime while using its services. Users shall notify Exadime of any suspected infringements by third parties of the Exadime Trademarks. Exadime shall have the right to determine whether any action shall be taken on account of any such infringement, and Exadime shall have the right to employ counsel of its choosing and to direct the handling of the litigation and any settlements thereof, at Exadime own expense.
In this Agreement, "Confidential Information" shall mean any and all technical or business information, including third party information, furnished in connection with this Agreement, in whatever tangible form or medium, or disclosed by you to Exadime (including, but not limited to, product/service specifications, prototypes, computer files and programs, models, drawings, marketing plans, financial data and personnel statistics).
Notwithstanding the termination, expiration or cancellation of this Agreement Exadime agrees to treat such Confidential Information as confidential for a period of one year from the date of receipt of the same unless otherwise agreed to in writing by you.
You will keep the details of the Agreement and any such information which you may learn about Exadime, our business technology and our clientele, strictly confidential and agreed not to disclose it to any third party.
Upon termination, cancellation or expiration of this Agreement for any reason or upon request of the disclosing party, all Confidential Information, together with any copies of same as may be authorized herein, shall be returned.
You agree that if Exadime suffers any loss or there is a failure from your end to meet any of these obligations, you agree to pay us directly and immediately for any proven losses that may occur.
The obligations imposed in this Article shall not apply to any information that: (a) is known to the public (through no act or omission of Exadime in violation of this Agreement); (b) is lawfully acquired by Exadime from an independent source having no obligation to maintain the confidentiality of such information; (c) was known to Exadime prior to its disclosure under this Agreement; (d) was independently developed by the Exadime; or (e) is required to be disclosed by governmental or judicial order. We will cooperate fully with law enforcement agencies and disclose the confidential information without notifying you or obtaining your consent.
The requirements of use and confidentiality set forth herein shall survive the expiration, termination or cancellation of this Agreement.
The entire risk as to the quality and performance of the Web Pages and website is with you.
(a) Exadime shall not be liable to you for any loss or damage (including but not limited to loss of data, loss of profits/sales, website downtime, loss of business or staff or management time incurred) caused or arising directly or indirectly out of Exadime's services provided under this Agreement [except to the extent to which it is unlawful to exclude such liability under US Law].
(b) Notwithstanding the generality of (i) above Exadime expressly excludes liability for any indirect, special, consequential or incidental loss or damage which may arise in respect of the services to be provided under this Agreement. (ii) In the event that any exclusion contained in this Agreement shall be held to be invalid for any reason and Exadime becomes liable for loss or damage that may lawfully be limited, such liability shall be limited to 90 days of the payment made by you before the action is initiated. (iii) Exadime does not exclude liability for death or personal injury to the extent only that the same arises as a result of the negligence of the Exadime, its employees, agents or authorized representatives.
We will not be liable to make any payment to you either in part or full for any delay or failure to meet any of our obligations under this or any other agreement made to you by either verbal, written or electronic means. This includes (but is not limited to) any events that are beyond our control such as our computers, technology in general, telecommunication equipment including satellite and internet suppliers.
We are liable to you to cover the contract and services provided to you as long as none of the other points in this contract are broken by you.
You agree to use all services and facilities provided by this site at your own risk and agree to defend, indemnify, save and hold Exadime harmless from any and all demands, liabilities, losses, costs and claims, including reasonable Attorney's fees asserted against Exadime, its agents, its customers, officers and employees, that may arise or result from any services provided or performed or agreed to be performed or any product sold by you, your agent, employees or assigns. You agree to defend, indemnify and hold harmless Exadime against liabilities arising out of: (a) any injury to person or property caused by any products sold or otherwise distributed in connection with Exadime server; (b) any material supplied by you infringing or allegedly infringing on the proprietary rights of a third party; (c) copyright infringement; (d) any defective products sold to customers from Exadime server and (e) claims arising from omission to inform or implement the updates needed for the site.
You agree that this indemnification extends to all aspects of the work completed by Exadime, including but not limited to website content and choice of domain name.
Exadime makes no warranties with regard to the site and its contents. The Company cannot guarantee the functionality or operations of their website or that it will be uninterrupted or error free, nor does it warrant that the contents are current, accurate or complete.
Exadime is not responsible for any content published on your website that infringes any law, copyright or compliance. You are solely responsible for the security, confidentiality and integrity of all the content and messages received, transmitted through or stored on the web/server hosting service.
Exadime will not be responsible for any damages or losses your business may suffer. Exadime makes no warranties of any kind, express or implied for services we provide. Exadime does not back up your data/website and while every attempt would be made in the unlikely event of any corruption or hardware failure. Exadime disclaims any warranty or merchantability or fitness for a particular purpose. This includes loss of data resulting from delays, non-deliveries, wrong delivery, and any and all services interruptions caused by Exadime and its employees. Exadime reserves the right to revise its policies at any time.
Exadime hands over files on request, once full payment has been made. However, the intellectual rights are the property of Exadime unless stated otherwise at the time of contract. On handover of files from Company to you, you shall assume entire responsibility in ensuring that all files are functioning correctly before use
While every effort is made to make sure files are error free, Exadime cannot guarantee that the display or functionality of the website will be uninterrupted or error free. If, after handover of files, errors are found in code Exadime has created and the standard development platform, domain name set-up and hosting set-up are the same as when work began, then Exadime can correct these errors for you free of charge for a period of 3 months, after acceptance of the work. After the 3-month period, Exadime reserves the right to quote separately for any work involved in correcting an error.
If, after handover of files, errors are found in code the Company has created and the standard development platform, or the domain name set-up or hosting set-up have been changed, Exadime can correct errors and reserves the right to quote separately for any additional work needed as a result of changes to the browser software, domain name set-up or hosting set-up.
Exadime may from time to time recommend to you that updates are needed to your site, including but not limited to new legislation compliance, software compatibility and web standards. Exadime reserves the right to quote for any updates as separate work. You agree that Exadime is not liable for any failure to inform or implement these updates to their site.
You agree that Exadime is not liable for any bugs, performance issues or failure of third party software as they are open-source software distributed under the GPL ("GNU General Public License") and are maintained and developed by a community of thousands of users and Companies. Any bugs, performance issues or failure with the software will be directed to the respective Development community.
You agree that Exadime is not liable for any failure to carry out services for reasons beyond its control, including but not limited to acts of God, telecommunication problems, software failure, hardware failure, third party interference, Government, emergency on a major scale or any social disturbance of extreme nature such as industrial strike, riot, terrorism and war or any act or omission of any third party services.
We will not be liable to return any art work to you or any other material that you supply to us for the purpose of providing our services to you.
All notices must be in writing. Notices to Exadime must be addressed to 30 Knightsbridge Road Suite 525 Piscataway NJ 08854 or such other address as is advised by Exadime. Notices to the Customer will be considered validly given if addressed to your address as provided by you while registering for our services or such other address as is advised by you to Exadime in writing.
In the event that any provision of the Terms shall, in whole or in part, be determined to be invalid, unenforceable or void for any reason, such determination shall affect only the portion of such provision determined to be invalid, unenforceable or void, and shall not affect in any way the remainder of such provision or any other provision of the Terms. No waiver of any rights Exadime has under this Agreement shall be deemed from any failure by Exadime to enforce any part of this Agreement.
Headings used in this Agreement are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section or in any way affect this Agreement.
This Agreement and Terms shall be governed by and subject to the laws of New Jersey State and United States of America without regard to its rules concerning conflicts of law. The parties hereto irrevocably consent that all disputes which may arise out of or in connection with this Agreement or the Terms shall be subject to the exclusive jurisdiction of the courts of New Jersey, United States.
In the event of a conflict that cannot be resolved by the parties, Licensor and Licensee agree that at the written request of either of them the dispute will be submitted to binding arbitration under the most expeditious arbitration method then proposed by the American Arbitration Association or by any other arbitration body on which they may both agree, with each party to pay its own legal fees and the cost of the arbitration itself to be paid by the parties in the proportion determined by the Arbitrator(s).
You can contact us to make special arrangements if in case this Terms of Service does not fulfill your requirements.