Last modified: Jun 5, 2018.
References in this EspoCRM Cloud Subscriber Agreement to “Letrium”, “we”, “us”, “our” shall mean Letrium, LIMITED LIABILITY COMPANY (company registered in Ukraine on 5 September 2011, legal address: Rivnenska, 5A, Chernivtsi, Ukraine, 58013; physical address: Rivnenska, 5A, office 404, Chernivtsi, Ukraine, 58013).
You may only register for, access and use EspoCRM Cloud on the condition that you accept all of these terms in this agreement, as may be amended by Letrium from time to time.
This EspoCRM Cloud Subscriber Agreement (hereinafter referred to as the “Agreement”) constitutes a contract between Letrium, and you (hereinafter referred to as the “Customer”). You represent and warrant that you have full power, capacity, and authority to accept this Agreement. If you are agreeing to be bound by this Agreement on behalf of your employer or other entity, you represent and warrant that you have full legal authority to bind your employer or such entity to this Agreement. If you do not have the requisite authority, you may not accept the Agreement.
This Agreement governs Customer’s access to EspoCRM Cloud customer relationship management service (the “Service”) and its associated applications and website.
Letrium will use industry standard technical and organizational security measures in connection with the storage, processing and transfer of Customer Data that are designed to protect the integrity of Customer Data and to guard against the unauthorized or unlawful access to, use of or processing of such Customer Data. For purposes hereof, the term “Customer Data” means all data or information submitted by or on behalf of Customer to the Service.
1. BILLING INFORMATION
Customer agrees to provide Letrium with complete and accurate billing and contact information, which shall include Customer’s legal company name, street address, valid e-mail address, and name and telephone number of an individual who will be responsible for and authorized to make all decisions concerning the Service on Customer’s behalf, including acting as a billing contact. Customer will update such information within thirty (30) days of any change to it. If the contact information Customer has provided is false or fraudulent, Letrium reserves the right to terminate Customer’s access to the Service in addition to any other legal remedies.
2. SUSPENSION AND TERMINATION
We may immediately (and without prior notice) suspend or terminate all or part of the Services by sending you a written notice of termination if one or more of the following occurs:
(a) we discover that you provided us with false information when you registered for Services, or that you lacked the capacity to enter into this Agreement at the time of its consummation;
(b) we determine, in our sole discretion, that your use of the Services poses a threat to the security or performance of our network or to any of our clients or suppliers;
(c) we determine, in our sole discretion, that your use of the Services is illegal, or that it misappropriates or infringes the property rights of a third party;
(d) we reasonably believe that your use of the Services has or will subject Logicworks to civil or criminal liability;
(e) you use cloud resources in an attempt to gain unauthorized access to computer systems;
(f) you don’t have any activity in your EspoCRM Cloud for 6 months, consider free plans only;
(g) you breach any of the other terms and conditions in this Agreement.
You may terminate this Agreement at any time and for any reason (or no reason at all) by providing us with a written notice of termination in accordance with the notice.
Letrium has no obligation to hold, export, or return any Data. Letrium has no liability for the deletion of Customer’s Data.
3. FEES AND PAYMENTS
The Service is made available on both a free and paid basis. The Basic plan comes free of charge, and Letrium charges for paid plans with added capacity and user provisioning. There are no refunds or credits for partial months of service, upgrade/ downgrade refunds, or refunds for months unused with an open account.
Customer shall pay all fees or charges accruing to Customer’s account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is or becomes due and payable.
4. USAGE LIMITATION
Use of the Service may be subject to limitations, including, but is not limited to, the number of database records, file storage, the number users. Any such limitations will be specified within the Service.
5. INTELLECTUAL PROPERTY OWNERSHIP
Customer owns all Intellectual Property Rights in Customer Data, and Letrium owns all Intellectual Property Rights in the Services. Each party reserves all rights not expressly granted to the other party under the Agreement.
6. LIMITED WARRANTY.
THE SERVICE AND ALL SERVER AND NETWORK COMPONENTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LETRIUM EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, CONDITIONS, REPRESENTATIONS OR TERMS, EXPRESS OR IMPLIED, BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE, REGARDING THE SERVICE AND ANY RELATED MATERIALS, INCLUDING THEIR FITNESS FOR A PARTICULAR PURPOSE, THEIR QUALITY, THEIR MERCHANTABILITY, OR THEIR NONINFRINGEMENT. LETRIUM DOES NOT WARRANT THAT THE SERVICE IS FREE FROM BUGS AND ERRORS. Some jurisdictions do not allow the exclusion of implied warranties. In such jurisdictions, some of the foregoing disclaimers, exclusions or limitations may not apply to you insofar as they relate to implied warranties.
7. LIMITATION OF LIABILITY.
EXCEPT FOR THE EXCLUSIVE REMEDY OFFERED BY LETRIUM IN SECTION 6 ABOVE AND ANY REMEDIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER LAW, LETRIUM, ITS AFFILIATES, RESELLERS, AND CERTIFICATE AUTHORITIES WILL NOT BE LIABLE TO YOU FOR ANY LOSS, DAMAGES, CLAIMS, OR COSTS WHATSOEVER INCLUDING ANY CONSEQUENTIAL, INDIRECT, OR INCIDENTAL DAMAGES, ANY LOST PROFITS OR LOST SAVINGS, ANY DAMAGES RESULTING FROM BUSINESS INTERRUPTION, PERSONAL INJURY OR FAILURE TO MEET ANY DUTY OF CARE, OR CLAIMS BY A THIRD PARTY, EVEN IF LETRIUM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES, DAMAGES, CLAIMS, OR COSTS. IN ANY EVENT, LETRIUM’ AGGREGATE LIABILITY AND THAT OF ITS AFFILIATES, RESELLERS AND CERTIFICATE AUTHORITIES UNDER OR IN CONNECTIOIN WITH THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT PAID BY CUSTOMER TO LETRIUM HEREUNDER DURING THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY.THIS LIMITATION WILL APPLY EVEN IN THE EVENT OF A FUNDAMENTAL OR MATERIAL BREACH BY LETRIUM OF THIS AGREEMENT. Letrium is acting on behalf of its affiliates, and resellers for the purpose of disclaiming, excluding and limiting obligations, warranties, and liability, but in no other respects and for no other purpose. In some jurisdictions, limitations of liability are not permitted. In such jurisdictions, some of the foregoing limitations may not apply to you.
8. CHANGES TO THE AGREEMENT
If we are involved in a reorganization, merger, acquisition or sale of our assets, your information may be transferred as part of that deal. Letrium may make changes to this Agreement from time to time. When we make changes to the Agreement we will notify you, either through the user interface, in an email notification, or through other reasonable means.
In no event will Letrium’s liability arising out of or related to this Agreement exceed the amount paid by you under this Agreement in the twelve (12) month period. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by Customer except with Letrium’s prior written consent. Letrium may transfer and assign any of its rights and obligations under this Agreement without consent. This Agreement shall be governed by the laws of the State of California without regard to its conflict of laws provisions.