Terms & Conditions
Terms & Conditions
Last Updated: June 5, 2023
1. INSPACE
Inspace is an NFC-based space management system, delivered via the website located at https://www.inspace.app (the “Website") and the inspace app (the “App") (jointly and severally, the “Service"). Inspace monitors and manages the effectiveness of inspace-controlled spaces (“Spaces").
These Terms & Conditions and the inspace Privacy Policy incorporated by reference herein (together, the “Terms") are a binding contract between inspace and you (a legal entity that we refer to as the “User" or “you", that is applying for or that has opened an account with us (an “Account") to use the Services and your employees, contractors, agents, and guests who are permitted to use your Account on your behalf).
NOTICE REGARDING DISPUTE RESOLUTION FOR U.S. USERS: PLEASE BE ADVISED THAT THESE TERMS CONTAIN PROVISIONS THAT GOVERN HOW CLAIMS YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED. THESE TERMS CONTAIN AN AGREEMENT BY YOU TO ARBITRATE ANY CLAIMS, WHICH WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US OR OUR AGENTS TO BINDING AND FINAL ARBITRATION WHEREBY (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST US OR OUR AGENTS ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING AND (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.
2. ACCEPTANCE OF THESE TERMS OF USE.
You may only access and use the Service if you agree with and comply with these Terms & Conditions and the inspace Privacy Policy (together, the “Terms"). Please read these Terms carefully before using the Service. Your use of the Service constitutes your agreement to the Terms regardless of whether you have registered for an inspace account via the Service. If you are using the Service without creating an account, your continued use of the Service is deemed to be an acceptance of the Terms. If you are a registered user and are creating an account with inspace, you will be asked to expressly accept the Terms by clicking “I Accept". By clicking “I Accept" when presented with these Terms, you: (i) acknowledge that you have read, understand, and agree to be legally bound by these Terms; (ii) agree to comply with all applicable laws, rules and regulations with respect to your use of the Service; and (iii) represent that you have the legal capacity to enter into contracts in the jurisdiction where you reside. IF YOU DO NOT WANT TO AGREE TO THESE TERMS OR IF YOU ARE NOT AUTHORIZED OR ELIGIBLE TO BE BOUND BY THEM, YOU MUST NOT ACCESS OR USE THE SERVICES.
Inspace reserves the right to amend, update, change or delete portions of the Terms at any time. We will post the revised version of the Terms on our Website. You can determine when such documents were last revised by referring to the “Last Updated" legend at the top of the page. If the changes include material changes that affect your rights or obligations, you will be required to accept the revised terms by clicking “I Accept" to continue using the Services or your Account (as defined below). Material modifications will take effect when you accept the modified Terms (otherwise, the version of the Terms most recently accepted by you will apply). Any material changes that affect your rights or obligations will become effective upon acceptance. Immaterial modifications will take effect when published. Some functionality of the Website, the App and/or your Account, including, without limitation, any Services provided by us, may be limited if you choose not to accept the modified Terms. If you choose not to be bound by these Terms or any amendment to the Terms at any time, you must stop using the Service immediately.
3. ADDITIONAL TERMS OF USE.
Additional terms and conditions may apply to the purchase of goods and services available through the Service. Unless otherwise provided in those terms and conditions, those terms and conditions are incorporated into these Terms. If there is any conflict between these Terms and the terms applicable to a specific portion of the Service or for any good or service offered through the Service, the latter terms will apply with respect to your use of that part of the Service.
4. TECHNICAL REQUIREMENTS
You must provide and are responsible for all costs of all equipment, software and mobile or internet connectivity required to access the Service.
5. USE OF THE SERVICE
When using the Service, you are permitted to view, print and download material for personal, non-commercial use only. You may not distribute, sell, transmit, reproduce or publish by electronic or any other means any part of the data or content on the Service, or make any commercial use of the Service, without the prior written permission of inspace. To access some parts of the Service or to procure certain goods or services via a Service you may need to create an account. Account holders must:
(a) provide accurate and complete information when creating an account;
(b) update details where necessary to maintain accurate and complete information;
(c) keep all login and password details confidential; and
(d) immediately notify inspace if the account holder becomes aware of any unauthorized access to or use of the Service in breach of these Terms.
Account holders acknowledge and agree that:
(a) account holders are responsible for all use of their log-in and password details whether authorized or not;
(b) inspace may, at any time, cancel an account, username, login details, or password with respect to the use of the Service;
(c) inspace may reach out to you, including your users and guests, for suggestions and feedback on how to improve the Service and to encourage guests to sign up as users;
(d) inspace accepts no liability for any unauthorized use of an account.
From time to time, inspace may have to collect personal information about you in order to operate the Service. Please refer to the inspace Privacy Policy for information on how Inspace collects, stores, uses and discloses personal information of its users.
6. INTELLECTUAL PROPERTY RIGHTS IN CONTENT ON THE SERVICE
All intellectual property rights in the Service and in the content on the Service (“inspace content") is property of inspace or third party licensors. You may not sell, rent, modify, adapt, edit, copy, reproduce, decompile, communicate, transmit, make available, broadcast, perform, republish, sublicense, commercialize, or otherwise transfer or deal with the inspace content in any way except as expressly permitted under these Terms. You acknowledge that you have no right, title or interest in or to any aspect of the Service. Inspace does not warrant or guarantee and accepts no responsibility for the accuracy or completeness of any inspace content for any purpose. Subject to any statutory provisions which may not be excluded by law, inspace will not be held liable for any damages whatsoever resulting from any action arising in connection with the use of any content or its publication, including any action for copyright infringement, trademark infringement, or defamation.
7. TRADEMARKS
You may not use any inspace trademarks without the prior written approval of inspace.
8. SUBSCRIPTION AND PAYMENT TERMS
The Services may be free or we may charge a fee for using the Services. If you are using a free version of the Services, we will notify you before any Services you are then using begin carrying a fee, and if you wish to continue using such Services, you must pay all applicable fees for such Services. Note that if you elect to receive text messages through the Services, data and message rates may apply. Any and all such charges, fees or costs are your sole responsibility. You should consult with your wireless carrier to determine what rates, charges, fees or costs may apply to your use of the Services.
(a) Paid Services. Certain of our Services may be subject to payments now or in the future (the “Paid Services"). Please note that any payment terms presented to you in the process of using or signing up for a Paid Service are deemed part of these Terms. For example, some Paid Services will charge a fee for downloading or installing the Services through the App Store (as defined below) linked to your specific device. You agree to comply with, and your license to use our mobile application is conditioned upon your compliance with, such App Store terms and conditions. Any refunds relating to the applications or inquiries regarding refunds relating to the applications shall be handled solely by the applicable App Store in accordance with such App Store's terms and conditions.
(b) Billing. For use of the Paid Services, we use Stripe to bill you through a payment account linked to your Account on the Services (your “Billing Account"). The processing of payments will be subject to the terms, conditions and privacy policies of Stripe in addition to these Terms. We are not responsible for any error by, or other acts or omissions of, Stripe. By choosing to use Paid Services, you agree to pay us all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms, and you authorize us to charge your Account and remit payment from your chosen payment provider or, as set forth below, via ACH (your chosen payment method, the “Payment Method"). You may also have the option to make your Payment Method to inspace be an electric debit or check from your bank account (Automated Clearing House (“ACH") or e-check). If you choose ACH as your Payment Method, Stripe may give you options for one-time payments and/or automatic recurring payments. inspace will facilitate your transaction according to the information you provide to Stripe. If you choose ACH as your Payment Method, you hereby authorize inspace to debit your Billing Account via ACH for any Paid Services, and you agree that these terms and your use of the Services constitutes your authorization to inspace to debit your Billing Account. Furthermore, if you choose ACH as your Payment Method, you agree that you will be bound by the NACHA Operating Rules in effect at the time of the debit. You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that Stripe makes even if it has already requested or received payment.
(c) Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we do not receive payment from you, you agree to pay all amounts due on your Billing Account within 14 days of receipt. You agree to automatic credit card billings. If we do not receive a payment from you on our invoice within 14 day after receipt, you authorize us to charge your credit card billings for any amounts due.
(d) Recurring Billing. Some of the Paid Services may consist of an initial one-time charge, optional one-time charges for additional integrations, as listed in your invoice, followed by recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such Services have an initial and recurring payment feature, and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, GO TO THE ACCOUNT SETTINGS ON THE SERVICES.
(e) Current Information Required. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US AND STRIPE IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE AT ACCOUNT SETTINGS. IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF PAID SERVICES UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR PAID SERVICES AS SET FORTH ABOVE.
(f) Change in Amount Authorized. The amount to be charged to your Billing Account may vary from month to month due to the number of users within your organization who have signed up to use the Services. If any of your users are no longer using our Services, you should deactivate their profiles to avoid unnecessary charges. We check every day to see if you have added new users or deleted any existing ones. We will give you credit for any users whose profiles are no longer on inspace. We will also make pro-rated charges to your credit card to cover your new team members, provided that we will first draw against your credit balance until it runs out. You hereby authorize inspace to charge recurring fees based on the number of users who are using the Services as provided above.
(g) Auto-Renewal for Paid Services. Unless you opt out of auto-renewal, which can be done through your Account settings, any Paid Services you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate. To change or resign your Paid Services at any time, go to Account settings. If you terminate a Paid Service, you may use your subscription until the end of your then-current term, and your subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. IF YOU DO NOT WANT TO CONTINUE TO BE CHARGED ON A RECURRING MONTHLY BASIS, YOU MUST CANCEL THE APPLICABLE PAID SERVICE THROUGH YOUR ACCOUNT SETTINGS OR TERMINATE YOUR INSPACE ACCOUNT BEFORE THE END OF THE RECURRING TERM. PAID SERVICES CANNOT BE TERMINATED BEFORE THE END OF THE PERIOD FOR WHICH YOU HAVE ALREADY PAID, AND EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, INSPACE WILL NOT REFUND ANY FEES THAT YOU HAVE ALREADY PAID.
(h) Reaffirmation of Authorization. Your non-termination or continued use of a Paid Service reaffirms that we are authorized to charge your Payment Method for that Paid Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Service.
(i) Free Trials and Other Promotions. Any free trial or other promotion that provides access to a Paid Service must be used within the specified time of the trial. You must stop using a Paid Service before the end of the trial period in order to avoid being charged for that Paid Service. If you cancel prior to the end of the trial period and are inadvertently charged for a Paid Service, please contact us at support@inspace.app.
9. PROHIBITED ACTIVITY
Prohibited uses of the Service include, but are not limited to:
(a) violating these Terms or any policy posted on the Service;
(b) using the Service in a manner inconsistent with applicable law and regulation;
(c) criminal or tortious activity or the infringement of intellectual property rights;
(d) circumventing or modifying or attempting to circumvent or modify, adapt, translate, sell, reverse engineer, decompile or disassemble any security technology or software that is part of the Service;
(e) deleting, circumventing or altering any legal notices, rights management information or technological protection measures;
(f) activity that involves the use of viruses, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software, hardware or telecommunications equipment, or otherwise permit the unauthorized use of or access to a computer or a computer network;
(g) interfering with the use of the Service by others, including but not limited to, interfering with the computer systems which support the Service, overloading the Service, engaging in a denial-of-service attack, or attempting to disable a host; or
(h) impersonating or falsely representing your association with any person or organization.
Inspace may take action (including legal action) against any person who, in inspace's sole determination, engages in any prohibited activity on or through the Service. inspace will cooperate fully with any law enforcement authority in any jurisdiction and comply with the law or legal process.
10. THIRD PARTY WEBSITES
The Service may contain links or references to internet websites operated by third parties. These third party sites are not under the control of inspace and inspace is not responsible for the content of these sites. Inspace makes no representations or warranties and accepts no responsibility for the accuracy, completeness, content or use of the information accessible from these sites. Inclusion of any linked website on the Service does not imply approval or endorsement of the linked website by inspace. When you access such third party sites you do so at your own risk.
11. TERMINATION
These Terms are effective until terminated by inspace and inspace may terminate these Terms without prior notice to you. You can, at any time, deactivate your account on the Service by visiting the Support page on the Service and following the prompts to delete the account.
inspace reserves the right to modify, suspend, or terminate operation of or access to the Service, or any portion of the Service and to interrupt the operation of the Service or any portion of the Service as necessary to perform maintenance at any time, for any reason and without notice.
12. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL INSPACE BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF, OR RELATING TO, AND/OR IN CONNECTION WITH THE SERVICES, REGARDLESS OF (i) WHETHER SUCH DAMAGES WERE FORESEEABLE, (ii) WHETHER OR NOT INSPACE WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (iii) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. INSPACE'S SOLE AND ENTIRE MAXIMUM LIABILITY, FOR ANY REASON, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE WHATSOEVER, SHALL BE LIMITED TO, AND SHALL NOT EXCEED, THE GREATER OF (i) THE TOTAL FEES WHICH YOU PAID TO INSPACE IN THE THREE (3) MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY AND (ii) $100. THE LIMITATION OF LIABILITY SET FORTH ABOVE SHALL NOT APPLY TO LIABILITY RESULTING FROM OUR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.
13. DISCLAIMER
THE INSPACE WEBSITE AND APP ARE PROVIDED ON “AS-IS" AND “AS AVAILABLE" BASIS. INSPACE MAKES NO, AND EXPRESSLY DISCLAIMS ANY AND ALL, GUARANTEES, WARRANTIES AND REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, ABOUT THE SERVICE, OR THE GOODS AND SERVICES PROVIDED THROUGH THE SERVICE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES: (A) ABOUT THE ACCURACY AND RELIABILITY OF THE MATERIAL POSTED ON THE SERVICE; (B) THAT YOUR ACCESS TO THE SERVICE OR THE MATERIAL ON THE SERVICE WILL BE FREE FROM ERRORS, DEFECTS, BUGS OR VIRUSES, UNINTERRUPTED, OR REPARABLE IF DAMAGED OR IMPAIRED. INSPACE IS NOT LIABLE TO YOU OR ANY OTHER PERSON IN RESPECT OF ANY INTERFERENCE WITH OR DAMAGE TO YOUR COMPUTER SYSTEM OR ANY OTHER DEVICE WHICH OCCURS IN CONNECTION WITH YOUR USE OF THE SERVICE OR YOUR ACCESS TO THE SERVICE. INSPACE ASSUMES NO RESPONSIBILITY FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, ANY USER COMMUNICATION. INSPACE IS NOT RESPONSIBLE FOR ANY TECHNICAL PROBLEMS OR MALFUNCTION OF ANY TELEPHONE NETWORK OR LINES, ONLINE SYSTEMS, SERVERS, PROVIDERS, HARDWARE, SOFTWARE, DUE TO TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR ON THE SERVICE. INSPACE EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
YOUR USE OF THE SERVICES AND ITS CONTENT IS AT YOUR OWN RISK.
SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES, SO THESE EXCLUSIONS MAY NOT APPLY IN INDIVIDUAL CASES. YOU MAY HAVE ADDITIONAL RIGHTS THAT VARY FROM STATE TO STATE. TO THE EXTENT THAT WE MAY NOT, AS A MATTER OF APPLICABLE LAW, DISCLAIM ANY IMPLIED WARRANTY, THE SCOPE AND DURATION OF SUCH WARRANTY WILL BE THE MINIMUM PERMITTED UNDER SUCH APPLICABLE LAW.
14. INDEMNIFICATION
You agree to defend, indemnify, and hold harmless inspace and its affiliates and their respective employees, contractors, agents, officers, licensors, managers and directors, from and against any and all claims, damages, suits, proceedings, investigations, actions, demands, obligations, losses, damages, settlement amounts, fines, penalties, costs, expenses and any and all other liabilities (including but not limited to reasonable attorneys' fees and court costs) arising from or related to: (i) your use or misuse of, inability to use, activities in connection with, and/or access to the Services, including any data or content transmitted or received by you; (ii) your violation of any term of these Terms, including without limitation your breach of any of the representations and warranties set forth herein; (iii) your violation of any third-party right, including without limitation any right of privacy, publicity or intellectual property; (iv) your violation of any applicable law, rule, regulation or guideline; (v) your content or any content that is submitted via your Account, including, without limitation, any misleading, false, or inaccurate information you submit or otherwise provide; (vi) your acts, omissions, negligence or willful misconduct; and (vii) any other party's access and use of the Service with your unique username, password or security code and any failure by you to properly secure your password and security codes.
Without derogating from the foregoing, inspace reserves the right to assume the exclusive defense and control of any matter that is subject to indemnification by you, which will not excuse your indemnity obligations hereunder and in which event you will fully cooperate with us in asserting any available defense. You agree not to settle any matter subject to an indemnification by you without first obtaining inspace's prior express written approval.
15. WAIVER
Any requested waiver of any provision of the Terms by inspace must be made in writing and signed by an authorized representative of inspace specifically referencing the Terms and the provision to be waived. The failure by inspace to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision.
16. LEGAL DISPUTES
(a) PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND WILL HAVE A SUBSTANTIAL IMPACT ON HOW CLAIMS YOU AND INSPACE HAVE AGAINST EACH OTHER ARE RESOLVED. YOU ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION.
(b) FOR ALL MATTERS, DISPUTES, OR CLAIMS BETWEEN YOU AND INSPACE (INCLUDING ANY CLAIM OR DISPUTE BETWEEN YOU AND A THIRD-PARTY AGENT OF INSPACE) THAT RELATES IN ANY WAY TO OR ARISES OUT OF THIS OR PREVIOUS VERSIONS OF THESE TERMS, YOUR USE OF OR ACCESS TO THE SERVICES, YOUR RELATIONSHIP WITH INSPACE, THE ACTIONS OF INSPACE OR ITS AGENTS, OR ANY PRODUCTS OR SERVICES SOLD OR PURCHASED THROUGH THE SERVICES, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION OR ANY OTHER LEGAL THEORY, INCLUDING ANY DISPUTE ABOUT THE INTERPRETATION OR APPLICATION OF THIS DISPUTE RESOLUTION PROVISION OR THE ENFORCEABILITY, REVOCABILITY OR VALIDITY OF THIS ARBITRATION PROVISION OR ANY PORTION OF THE ARBITRATION PROVISION (“DISPUTES"), WILL BE RESOLVED BY THE PROCESSES AND PROCEDURES DESCRIBED IN THIS SECTION, FIRST AMICABLY AND THEN THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY. EACH PARTY WAIVES ITS RIGHTS TO A JURY TRIAL AND TO HAVE ANY DISPUTE ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE RESOLVED IN COURT.
(c) Expiration of Claims. You agree that any dispute, claim or cause of action (each a “Dispute") you may have with respect to inspace, or the Services must be commenced within one hundred eighty (180) days after the date the Dispute arose.
(d) Governing Law. You agree that: (i) the Services and these Terms shall be deemed solely based in Delaware; and (ii) the Services shall be deemed passive that do not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than Delaware. These Terms shall be governed by the internal substantive laws of the State of Delaware, without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Delaware. The parties acknowledge that these Terms evidence a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of these Terms shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
(e) Amicable Resolution and Agreement to Arbitrate. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM INSPACE. For any Dispute with inspace, you agree to first contact us at inspace 77 Sleeper street, Boston, MA, 02210, support@inspace.app, and attempt to resolve the Dispute with us informally. In the unlikely event that inspace has not been able to resolve a Dispute it has with you after sixty (60) days, you and inspace agree to resolve any Dispute, claim, or controversy (excluding any claims for injunctive or other equitable relief as provided below) by binding arbitration to be administered by the American Arbitration Association in Boston, MA (unless the parties both expressly agree on another location) in accordance with the American Arbitration Association's Commercial Arbitration Rules. Each of the parties to this Agreement hereby agrees and consents to such venue and waives any objection thereto. The arbitrability of any such dispute, claim or controversy shall likewise be determined in such arbitration. Such arbitration proceeding shall be conducted in as expedited a manner as is then permitted by the commercial arbitration rules (formal or informal) of the American Arbitration Association. Both the foregoing agreement of the parties to this agreement to arbitrate any and all such disputes, claims and controversies and the results, determinations, findings, judgments and/or awards rendered through any such arbitration shall be final and binding on the parties hereto and may be specifically enforced by legal proceedings. Notwithstanding any provision of this Agreement relating to which state laws govern this Agreement, all issues relating to arbitrability or the enforcement of the agreement to arbitrate contained herein shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1 et seq.) and the federal common law of arbitration. Each party will be responsible for paying any filing, administrative and arbitrator fees pursuant to and in accordance with AAA rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys' fees and reasonable costs for expert and other witnesses. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this paragraph shall be deemed as preventing inspace from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, proprietary or intellectual property rights. If an arbitrator or court decides that any part of this agreement to arbitrate is invalid or unenforceable, the other parts of this Section shall still apply. If the value of the relief sought is $10,000 or less, you or inspace may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and inspace subject to the arbitrator's discretion to require an in-person hearing, if the circumstances warrant. In cases where an in-person hearing is held, you and/or inspace may attend by telephone, unless the arbitrator requires otherwise. You may elect to pursue your claim in small-claims court rather than arbitration if the amount in controversy is less than $2,000 and you provide us with written notice of your intention do so within 60 days of the event giving rise to the claim. The arbitration or small-claims court proceeding will be limited solely to your individual dispute or controversy.
(f) Class Action/Jury Trial Waiver. WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITIES, AND NOT AS A PLAINTIFFS OR CLASS MEMBERS IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS INSPACE AGREES OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. YOU AGREE THAT, BY AGREEING TO THESE TERMS, YOU AND INSPACE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAM. ANY RELIEF AWARDED CANNOT AFFECT OTHER USERS. IF A COURT DECIDES THAT APPLICABLE LAW PRECLUDES ENFORCEMENT OF ANY OF THIS PARAGRAPH'S LIMITATIONS AS TO A PARTICULAR CLAIM FOR RELIEF, THEN THAT CLAIM (AND ONLY THAT CLAIM) MUST BE SEVERED FROM THE ARBITRATION AND MAY BE BROUGHT IN COURT, SUBJECT TO YOUR AND INSPACE'S RIGHT TO APPEAL THE COURT'S DECISION. ALL OTHER CLAIMS WILL BE ARBITRATED.
(g) Jurisdiction. Unless you and we agree otherwise, in the event that the agreement to arbitrate above is found not to apply to you or to a particular claim or dispute, either as a result of a decision by the arbitrator or a court order, or for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our proprietary or intellectual property rights as set forth in the provisions above, including any provisional relief required to prevent irreparable harm, you agree that any claim or dispute that has arisen or may arise between you and inspace must be resolved exclusively by a state or federal court located in Boston, MA. You and inspace irrevocable agree to submit to the exclusive personal jurisdiction of the courts located within Boston, MA for the purpose of litigating all such claims or disputes. You further agree that Boston, MA is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable.
17. ENTIRE AGREEMENT
These Terms constitute the entire agreement between you and inspace regarding your use of the Service, superseding any prior agreements between you and inspace relating to your use of the Service.
18. SEVERABILITY
If any part of these Terms are or become illegal, invalid or unenforceable in any relevant jurisdiction, the legality, validity or enforceability of the remainder of these Terms of Use will not be affected and these Terms will be read as if the part had been deleted in that jurisdiction only.
19. RIGHTS AND REMEDIES CUMULATIVE
inspace's rights and remedies are cumulative and none of them limits any other remedy or right of inspace. Your undertakings and obligations are cumulative and none of them limits any other of your undertakings or obligations.
20. ASSIGNMENT
inspace may assign its rights under these Terms in whole or in part to any other person in inspace's absolute discretion.
21. ELECTRONIC COMMUNICATION
All information communicated as part of the Services is considered an electronic communication. When you communicate with us through the Services or via other forms of electronic media, such as e-mail, you are communicating with us electronically. You agree that we may communicate electronically with you and that such communications, as well as notices, disclosures, agreements, and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by the party sending the communication. You further acknowledge and agree that by clicking on a button labeled “SUBMIT," “CONTINUE," “REGISTER," “I AGREE" or similar links or buttons, you are submitting a legally binding electronic signature and are entering into a legally binding contract. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by these Terms. 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 THROUGH THE SERVICES.
22. NOTICES
Notices to You. inspace may provide any notice to you under these Terms by: (i) sending a message to the e-mail address you provide or (ii) by posting to the Services. Notices sent by e-mail will be effective when inspace sends the e-mail and notices inspace provides by posting will be effective upon posting. It is your responsibility to keep your e-mail address current and keep inspace informed of any changes in your email or mailing address so that you continue to receive all communications without interruption.
Notices to Us. To give us notice under these Terms, you must contact us as follows: inspace, 77 Sleeper street, Boston, MA, 02210, support@inspace.app. inspace may update the contact information for notices to inspace by posting a notice on the Services or amending these Terms. Notices will be effective when received by inspace.
23. RELATIONSHIP
No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms.
24. USER FEEDBACK
We are always happy to hear from you and are grateful for your comments and suggestions on how to improve our Service. The following policy applies to all third party submissions of ideas, comments, suggestions, improvements, proposals or materials: (a) all submissions are non-confidential and non-proprietary; (b) we will not be liable for any use or disclosure of any submission; and (c) we can use the submission for any purpose whatsoever, commercial or otherwise, without compensation to the submitting person
25. TERMS REQUIRED BY APPLE, INC. (“APPLE")
(a) There Terms are an agreement between you and inspace only, and not with Apple. inspace, and not Apple, is solely responsible for the App and the content thereof. Your use of the App must comply with the Usage Rules set forth in the Apple App Store Terms of Use as of the Effective Date of these Terms.
(b) The license granted to you for the App is a non-transferable license to use the App on any iOS Products that you own or control and as permitted by the Usage Rules set forth in the App Store Terms of Service, except that such App may be accessed, acquired, and used by other accounts associated with you via Apple's Family Sharing program or volume purchasing.
(c) inspace is solely responsible for providing, and Apple has no obligation to provide, maintenance and support for the App. Support requests, as well as questions or complaints regarding the App, may be directed to inspace, at 77 Sleeper street, Boston, MA, 02210.
(d) In the event of any failure of the App to comply with any warranty that may exist as a matter of law, you may notify Apple, and Apple will refund the purchase price for the App to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and will not be liable for any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty.
(e) Apple shall not be responsible for addressing any claims by you or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (i) product liability claims, (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement, or (iii) claims arising under consumer protection, privacy, or similar legislation, including in connection with the App's use of the HealthKit and HomeKit frameworks.
(f) Apple shall not be responsible for the investigation, defense, settlement or discharge of any claim that the App, or your possession and use of the App, infringes a third party's intellectual property rights.
(g) You represent and warrant that (i) the App will not be downloaded or used in, or transported to, and you are not located in, a country that is subject to a U.S. Government embargo, or has been designated by the U.S. Government as a “terrorist-supporting" country, and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
(h) The Company's address is 77 Sleeper street, Boston, MA, 02210. All questions and complaints about the App should be sent to: inspace CEO.
(i) Apple and its subsidiaries are third-party beneficiaries of these Terms, and have the right (and shall be deemed to have accepted the right) to enforce these Terms against you.
26. TERMS REQUIRED BY GOOGLE APP STORE
In addition to your agreement with the Terms, you acknowledge and agree to the following provisions with respect to your use of the Android-compatible version of the licensed mobile application (also called the “Licensed Application") provided by Alphabet, Inc. (“Alphabet").
(a) Both you and inspace acknowledge that the Terms are concluded between you and inspace only, and not with Alphabet, and that Alphabet is not responsible for the Licensed Application or the Content;
(b) Alphabet is not providing any warranty for the Licensed Application, except if applicable, to refund the purchase price for it.
(c) Alphabet is not responsible for maintenance or other support services for the Licensed Application and shall not be responsible for any other claims, losses, liabilities, damages, costs or expenses with respect to the Licensed Application, including, without limitation, any third-party product liability claims, claims that the Licensed Application fails to conform to any applicable legal or regulatory requirement, claims arising under consumer protection or similar legislation, and claims with respect to intellectual property infringement.
(d) Any inquiries or complaints relating to the use of the Licensed Application, including those pertaining to intellectual property rights, must be directed to inspace at the address provided herein.
(e) The license you have been granted herein is non-exclusive, worldwide, and perpetual to perform, display, and use the Licensed Application on the device.
(f) You agree to comply with the terms of any third-party agreement that is applicable to you when using the Licensed Application, such as your wireless data service agreement.
(g) You hereby represent and warrant (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
(h) You acknowledge and agree that Alphabet and Alphabet's subsidiaries are third-party beneficiaries of these Terms and that, upon your acceptance of the terms and conditions of these Terms, Alphabet will have the right (and will be deemed to have accepted the right) to enforce these Terms you as a third party beneficiary thereof.
(i) Alphabet, Google, Google Play, Android and other marks are trademarks of Alphabet, registered in the U.S. and other countries.
27. QUESTIONS ABOUT OUR TERMS OF USE
If you have any questions or concerns regarding these Terms, you may contact us by e-mail at support@inspace.app.
I HAVE READ THESE TERMS AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE
1. INSPACE
Inspace is an NFC-based space management system, delivered via the website located at https://www.inspace.app (the “Website") and the inspace app (the “App") (jointly and severally, the “Service"). Inspace monitors and manages the effectiveness of inspace-controlled spaces (“Spaces").
These Terms & Conditions and the inspace Privacy Policy incorporated by reference herein (together, the “Terms") are a binding contract between inspace and you (a legal entity that we refer to as the “User" or “you", that is applying for or that has opened an account with us (an “Account") to use the Services and your employees, contractors, agents, and guests who are permitted to use your Account on your behalf).
NOTICE REGARDING DISPUTE RESOLUTION FOR U.S. USERS: PLEASE BE ADVISED THAT THESE TERMS CONTAIN PROVISIONS THAT GOVERN HOW CLAIMS YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED. THESE TERMS CONTAIN AN AGREEMENT BY YOU TO ARBITRATE ANY CLAIMS, WHICH WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US OR OUR AGENTS TO BINDING AND FINAL ARBITRATION WHEREBY (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST US OR OUR AGENTS ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING AND (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.
2. ACCEPTANCE OF THESE TERMS OF USE.
You may only access and use the Service if you agree with and comply with these Terms & Conditions and the inspace Privacy Policy (together, the “Terms"). Please read these Terms carefully before using the Service. Your use of the Service constitutes your agreement to the Terms regardless of whether you have registered for an inspace account via the Service. If you are using the Service without creating an account, your continued use of the Service is deemed to be an acceptance of the Terms. If you are a registered user and are creating an account with inspace, you will be asked to expressly accept the Terms by clicking “I Accept". By clicking “I Accept" when presented with these Terms, you: (i) acknowledge that you have read, understand, and agree to be legally bound by these Terms; (ii) agree to comply with all applicable laws, rules and regulations with respect to your use of the Service; and (iii) represent that you have the legal capacity to enter into contracts in the jurisdiction where you reside. IF YOU DO NOT WANT TO AGREE TO THESE TERMS OR IF YOU ARE NOT AUTHORIZED OR ELIGIBLE TO BE BOUND BY THEM, YOU MUST NOT ACCESS OR USE THE SERVICES.
Inspace reserves the right to amend, update, change or delete portions of the Terms at any time. We will post the revised version of the Terms on our Website. You can determine when such documents were last revised by referring to the “Last Updated" legend at the top of the page. If the changes include material changes that affect your rights or obligations, you will be required to accept the revised terms by clicking “I Accept" to continue using the Services or your Account (as defined below). Material modifications will take effect when you accept the modified Terms (otherwise, the version of the Terms most recently accepted by you will apply). Any material changes that affect your rights or obligations will become effective upon acceptance. Immaterial modifications will take effect when published. Some functionality of the Website, the App and/or your Account, including, without limitation, any Services provided by us, may be limited if you choose not to accept the modified Terms. If you choose not to be bound by these Terms or any amendment to the Terms at any time, you must stop using the Service immediately.
3. ADDITIONAL TERMS OF USE.
Additional terms and conditions may apply to the purchase of goods and services available through the Service. Unless otherwise provided in those terms and conditions, those terms and conditions are incorporated into these Terms. If there is any conflict between these Terms and the terms applicable to a specific portion of the Service or for any good or service offered through the Service, the latter terms will apply with respect to your use of that part of the Service.
4. TECHNICAL REQUIREMENTS
You must provide and are responsible for all costs of all equipment, software and mobile or internet connectivity required to access the Service.
5. USE OF THE SERVICE
When using the Service, you are permitted to view, print and download material for personal, non-commercial use only. You may not distribute, sell, transmit, reproduce or publish by electronic or any other means any part of the data or content on the Service, or make any commercial use of the Service, without the prior written permission of inspace. To access some parts of the Service or to procure certain goods or services via a Service you may need to create an account. Account holders must:
(a) provide accurate and complete information when creating an account;
(b) update details where necessary to maintain accurate and complete information;
(c) keep all login and password details confidential; and
(d) immediately notify inspace if the account holder becomes aware of any unauthorized access to or use of the Service in breach of these Terms.
Account holders acknowledge and agree that:
(a) account holders are responsible for all use of their log-in and password details whether authorized or not;
(b) inspace may, at any time, cancel an account, username, login details, or password with respect to the use of the Service;
(c) inspace may reach out to you, including your users and guests, for suggestions and feedback on how to improve the Service and to encourage guests to sign up as users;
(d) inspace accepts no liability for any unauthorized use of an account.
From time to time, inspace may have to collect personal information about you in order to operate the Service. Please refer to the inspace Privacy Policy for information on how Inspace collects, stores, uses and discloses personal information of its users.
6. INTELLECTUAL PROPERTY RIGHTS IN CONTENT ON THE SERVICE
All intellectual property rights in the Service and in the content on the Service (“inspace content") is property of inspace or third party licensors. You may not sell, rent, modify, adapt, edit, copy, reproduce, decompile, communicate, transmit, make available, broadcast, perform, republish, sublicense, commercialize, or otherwise transfer or deal with the inspace content in any way except as expressly permitted under these Terms. You acknowledge that you have no right, title or interest in or to any aspect of the Service. Inspace does not warrant or guarantee and accepts no responsibility for the accuracy or completeness of any inspace content for any purpose. Subject to any statutory provisions which may not be excluded by law, inspace will not be held liable for any damages whatsoever resulting from any action arising in connection with the use of any content or its publication, including any action for copyright infringement, trademark infringement, or defamation.
7. TRADEMARKS
You may not use any inspace trademarks without the prior written approval of inspace.
8. SUBSCRIPTION AND PAYMENT TERMS
The Services may be free or we may charge a fee for using the Services. If you are using a free version of the Services, we will notify you before any Services you are then using begin carrying a fee, and if you wish to continue using such Services, you must pay all applicable fees for such Services. Note that if you elect to receive text messages through the Services, data and message rates may apply. Any and all such charges, fees or costs are your sole responsibility. You should consult with your wireless carrier to determine what rates, charges, fees or costs may apply to your use of the Services.
(a) Paid Services. Certain of our Services may be subject to payments now or in the future (the “Paid Services"). Please note that any payment terms presented to you in the process of using or signing up for a Paid Service are deemed part of these Terms. For example, some Paid Services will charge a fee for downloading or installing the Services through the App Store (as defined below) linked to your specific device. You agree to comply with, and your license to use our mobile application is conditioned upon your compliance with, such App Store terms and conditions. Any refunds relating to the applications or inquiries regarding refunds relating to the applications shall be handled solely by the applicable App Store in accordance with such App Store's terms and conditions.
(b) Billing. For use of the Paid Services, we use Stripe to bill you through a payment account linked to your Account on the Services (your “Billing Account"). The processing of payments will be subject to the terms, conditions and privacy policies of Stripe in addition to these Terms. We are not responsible for any error by, or other acts or omissions of, Stripe. By choosing to use Paid Services, you agree to pay us all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms, and you authorize us to charge your Account and remit payment from your chosen payment provider or, as set forth below, via ACH (your chosen payment method, the “Payment Method"). You may also have the option to make your Payment Method to inspace be an electric debit or check from your bank account (Automated Clearing House (“ACH") or e-check). If you choose ACH as your Payment Method, Stripe may give you options for one-time payments and/or automatic recurring payments. inspace will facilitate your transaction according to the information you provide to Stripe. If you choose ACH as your Payment Method, you hereby authorize inspace to debit your Billing Account via ACH for any Paid Services, and you agree that these terms and your use of the Services constitutes your authorization to inspace to debit your Billing Account. Furthermore, if you choose ACH as your Payment Method, you agree that you will be bound by the NACHA Operating Rules in effect at the time of the debit. You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that Stripe makes even if it has already requested or received payment.
(c) Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we do not receive payment from you, you agree to pay all amounts due on your Billing Account within 14 days of receipt. You agree to automatic credit card billings. If we do not receive a payment from you on our invoice within 14 day after receipt, you authorize us to charge your credit card billings for any amounts due.
(d) Recurring Billing. Some of the Paid Services may consist of an initial one-time charge, optional one-time charges for additional integrations, as listed in your invoice, followed by recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such Services have an initial and recurring payment feature, and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, GO TO THE ACCOUNT SETTINGS ON THE SERVICES.
(e) Current Information Required. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US AND STRIPE IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE AT ACCOUNT SETTINGS. IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF PAID SERVICES UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR PAID SERVICES AS SET FORTH ABOVE.
(f) Change in Amount Authorized. The amount to be charged to your Billing Account may vary from month to month due to the number of users within your organization who have signed up to use the Services. If any of your users are no longer using our Services, you should deactivate their profiles to avoid unnecessary charges. We check every day to see if you have added new users or deleted any existing ones. We will give you credit for any users whose profiles are no longer on inspace. We will also make pro-rated charges to your credit card to cover your new team members, provided that we will first draw against your credit balance until it runs out. You hereby authorize inspace to charge recurring fees based on the number of users who are using the Services as provided above.
(g) Auto-Renewal for Paid Services. Unless you opt out of auto-renewal, which can be done through your Account settings, any Paid Services you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate. To change or resign your Paid Services at any time, go to Account settings. If you terminate a Paid Service, you may use your subscription until the end of your then-current term, and your subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. IF YOU DO NOT WANT TO CONTINUE TO BE CHARGED ON A RECURRING MONTHLY BASIS, YOU MUST CANCEL THE APPLICABLE PAID SERVICE THROUGH YOUR ACCOUNT SETTINGS OR TERMINATE YOUR INSPACE ACCOUNT BEFORE THE END OF THE RECURRING TERM. PAID SERVICES CANNOT BE TERMINATED BEFORE THE END OF THE PERIOD FOR WHICH YOU HAVE ALREADY PAID, AND EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, INSPACE WILL NOT REFUND ANY FEES THAT YOU HAVE ALREADY PAID.
(h) Reaffirmation of Authorization. Your non-termination or continued use of a Paid Service reaffirms that we are authorized to charge your Payment Method for that Paid Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Service.
(i) Free Trials and Other Promotions. Any free trial or other promotion that provides access to a Paid Service must be used within the specified time of the trial. You must stop using a Paid Service before the end of the trial period in order to avoid being charged for that Paid Service. If you cancel prior to the end of the trial period and are inadvertently charged for a Paid Service, please contact us at support@inspace.app.
9. PROHIBITED ACTIVITY
Prohibited uses of the Service include, but are not limited to:
(a) violating these Terms or any policy posted on the Service;
(b) using the Service in a manner inconsistent with applicable law and regulation;
(c) criminal or tortious activity or the infringement of intellectual property rights;
(d) circumventing or modifying or attempting to circumvent or modify, adapt, translate, sell, reverse engineer, decompile or disassemble any security technology or software that is part of the Service;
(e) deleting, circumventing or altering any legal notices, rights management information or technological protection measures;
(f) activity that involves the use of viruses, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software, hardware or telecommunications equipment, or otherwise permit the unauthorized use of or access to a computer or a computer network;
(g) interfering with the use of the Service by others, including but not limited to, interfering with the computer systems which support the Service, overloading the Service, engaging in a denial-of-service attack, or attempting to disable a host; or
(h) impersonating or falsely representing your association with any person or organization.
Inspace may take action (including legal action) against any person who, in inspace's sole determination, engages in any prohibited activity on or through the Service. inspace will cooperate fully with any law enforcement authority in any jurisdiction and comply with the law or legal process.
10. THIRD PARTY WEBSITES
The Service may contain links or references to internet websites operated by third parties. These third party sites are not under the control of inspace and inspace is not responsible for the content of these sites. Inspace makes no representations or warranties and accepts no responsibility for the accuracy, completeness, content or use of the information accessible from these sites. Inclusion of any linked website on the Service does not imply approval or endorsement of the linked website by inspace. When you access such third party sites you do so at your own risk.
11. TERMINATION
These Terms are effective until terminated by inspace and inspace may terminate these Terms without prior notice to you. You can, at any time, deactivate your account on the Service by visiting the Support page on the Service and following the prompts to delete the account.
inspace reserves the right to modify, suspend, or terminate operation of or access to the Service, or any portion of the Service and to interrupt the operation of the Service or any portion of the Service as necessary to perform maintenance at any time, for any reason and without notice.
12. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL INSPACE BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF, OR RELATING TO, AND/OR IN CONNECTION WITH THE SERVICES, REGARDLESS OF (i) WHETHER SUCH DAMAGES WERE FORESEEABLE, (ii) WHETHER OR NOT INSPACE WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (iii) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. INSPACE'S SOLE AND ENTIRE MAXIMUM LIABILITY, FOR ANY REASON, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE WHATSOEVER, SHALL BE LIMITED TO, AND SHALL NOT EXCEED, THE GREATER OF (i) THE TOTAL FEES WHICH YOU PAID TO INSPACE IN THE THREE (3) MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY AND (ii) $100. THE LIMITATION OF LIABILITY SET FORTH ABOVE SHALL NOT APPLY TO LIABILITY RESULTING FROM OUR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.
13. DISCLAIMER
THE INSPACE WEBSITE AND APP ARE PROVIDED ON “AS-IS" AND “AS AVAILABLE" BASIS. INSPACE MAKES NO, AND EXPRESSLY DISCLAIMS ANY AND ALL, GUARANTEES, WARRANTIES AND REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, ABOUT THE SERVICE, OR THE GOODS AND SERVICES PROVIDED THROUGH THE SERVICE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES: (A) ABOUT THE ACCURACY AND RELIABILITY OF THE MATERIAL POSTED ON THE SERVICE; (B) THAT YOUR ACCESS TO THE SERVICE OR THE MATERIAL ON THE SERVICE WILL BE FREE FROM ERRORS, DEFECTS, BUGS OR VIRUSES, UNINTERRUPTED, OR REPARABLE IF DAMAGED OR IMPAIRED. INSPACE IS NOT LIABLE TO YOU OR ANY OTHER PERSON IN RESPECT OF ANY INTERFERENCE WITH OR DAMAGE TO YOUR COMPUTER SYSTEM OR ANY OTHER DEVICE WHICH OCCURS IN CONNECTION WITH YOUR USE OF THE SERVICE OR YOUR ACCESS TO THE SERVICE. INSPACE ASSUMES NO RESPONSIBILITY FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, ANY USER COMMUNICATION. INSPACE IS NOT RESPONSIBLE FOR ANY TECHNICAL PROBLEMS OR MALFUNCTION OF ANY TELEPHONE NETWORK OR LINES, ONLINE SYSTEMS, SERVERS, PROVIDERS, HARDWARE, SOFTWARE, DUE TO TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR ON THE SERVICE. INSPACE EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
YOUR USE OF THE SERVICES AND ITS CONTENT IS AT YOUR OWN RISK.
SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES, SO THESE EXCLUSIONS MAY NOT APPLY IN INDIVIDUAL CASES. YOU MAY HAVE ADDITIONAL RIGHTS THAT VARY FROM STATE TO STATE. TO THE EXTENT THAT WE MAY NOT, AS A MATTER OF APPLICABLE LAW, DISCLAIM ANY IMPLIED WARRANTY, THE SCOPE AND DURATION OF SUCH WARRANTY WILL BE THE MINIMUM PERMITTED UNDER SUCH APPLICABLE LAW.
14. INDEMNIFICATION
You agree to defend, indemnify, and hold harmless inspace and its affiliates and their respective employees, contractors, agents, officers, licensors, managers and directors, from and against any and all claims, damages, suits, proceedings, investigations, actions, demands, obligations, losses, damages, settlement amounts, fines, penalties, costs, expenses and any and all other liabilities (including but not limited to reasonable attorneys' fees and court costs) arising from or related to: (i) your use or misuse of, inability to use, activities in connection with, and/or access to the Services, including any data or content transmitted or received by you; (ii) your violation of any term of these Terms, including without limitation your breach of any of the representations and warranties set forth herein; (iii) your violation of any third-party right, including without limitation any right of privacy, publicity or intellectual property; (iv) your violation of any applicable law, rule, regulation or guideline; (v) your content or any content that is submitted via your Account, including, without limitation, any misleading, false, or inaccurate information you submit or otherwise provide; (vi) your acts, omissions, negligence or willful misconduct; and (vii) any other party's access and use of the Service with your unique username, password or security code and any failure by you to properly secure your password and security codes.
Without derogating from the foregoing, inspace reserves the right to assume the exclusive defense and control of any matter that is subject to indemnification by you, which will not excuse your indemnity obligations hereunder and in which event you will fully cooperate with us in asserting any available defense. You agree not to settle any matter subject to an indemnification by you without first obtaining inspace's prior express written approval.
15. WAIVER
Any requested waiver of any provision of the Terms by inspace must be made in writing and signed by an authorized representative of inspace specifically referencing the Terms and the provision to be waived. The failure by inspace to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision.
16. LEGAL DISPUTES
(a) PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND WILL HAVE A SUBSTANTIAL IMPACT ON HOW CLAIMS YOU AND INSPACE HAVE AGAINST EACH OTHER ARE RESOLVED. YOU ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION.
(b) FOR ALL MATTERS, DISPUTES, OR CLAIMS BETWEEN YOU AND INSPACE (INCLUDING ANY CLAIM OR DISPUTE BETWEEN YOU AND A THIRD-PARTY AGENT OF INSPACE) THAT RELATES IN ANY WAY TO OR ARISES OUT OF THIS OR PREVIOUS VERSIONS OF THESE TERMS, YOUR USE OF OR ACCESS TO THE SERVICES, YOUR RELATIONSHIP WITH INSPACE, THE ACTIONS OF INSPACE OR ITS AGENTS, OR ANY PRODUCTS OR SERVICES SOLD OR PURCHASED THROUGH THE SERVICES, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION OR ANY OTHER LEGAL THEORY, INCLUDING ANY DISPUTE ABOUT THE INTERPRETATION OR APPLICATION OF THIS DISPUTE RESOLUTION PROVISION OR THE ENFORCEABILITY, REVOCABILITY OR VALIDITY OF THIS ARBITRATION PROVISION OR ANY PORTION OF THE ARBITRATION PROVISION (“DISPUTES"), WILL BE RESOLVED BY THE PROCESSES AND PROCEDURES DESCRIBED IN THIS SECTION, FIRST AMICABLY AND THEN THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY. EACH PARTY WAIVES ITS RIGHTS TO A JURY TRIAL AND TO HAVE ANY DISPUTE ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE RESOLVED IN COURT.
(c) Expiration of Claims. You agree that any dispute, claim or cause of action (each a “Dispute") you may have with respect to inspace, or the Services must be commenced within one hundred eighty (180) days after the date the Dispute arose.
(d) Governing Law. You agree that: (i) the Services and these Terms shall be deemed solely based in Delaware; and (ii) the Services shall be deemed passive that do not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than Delaware. These Terms shall be governed by the internal substantive laws of the State of Delaware, without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Delaware. The parties acknowledge that these Terms evidence a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of these Terms shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
(e) Amicable Resolution and Agreement to Arbitrate. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM INSPACE. For any Dispute with inspace, you agree to first contact us at inspace 77 Sleeper street, Boston, MA, 02210, support@inspace.app, and attempt to resolve the Dispute with us informally. In the unlikely event that inspace has not been able to resolve a Dispute it has with you after sixty (60) days, you and inspace agree to resolve any Dispute, claim, or controversy (excluding any claims for injunctive or other equitable relief as provided below) by binding arbitration to be administered by the American Arbitration Association in Boston, MA (unless the parties both expressly agree on another location) in accordance with the American Arbitration Association's Commercial Arbitration Rules. Each of the parties to this Agreement hereby agrees and consents to such venue and waives any objection thereto. The arbitrability of any such dispute, claim or controversy shall likewise be determined in such arbitration. Such arbitration proceeding shall be conducted in as expedited a manner as is then permitted by the commercial arbitration rules (formal or informal) of the American Arbitration Association. Both the foregoing agreement of the parties to this agreement to arbitrate any and all such disputes, claims and controversies and the results, determinations, findings, judgments and/or awards rendered through any such arbitration shall be final and binding on the parties hereto and may be specifically enforced by legal proceedings. Notwithstanding any provision of this Agreement relating to which state laws govern this Agreement, all issues relating to arbitrability or the enforcement of the agreement to arbitrate contained herein shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1 et seq.) and the federal common law of arbitration. Each party will be responsible for paying any filing, administrative and arbitrator fees pursuant to and in accordance with AAA rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys' fees and reasonable costs for expert and other witnesses. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this paragraph shall be deemed as preventing inspace from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, proprietary or intellectual property rights. If an arbitrator or court decides that any part of this agreement to arbitrate is invalid or unenforceable, the other parts of this Section shall still apply. If the value of the relief sought is $10,000 or less, you or inspace may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and inspace subject to the arbitrator's discretion to require an in-person hearing, if the circumstances warrant. In cases where an in-person hearing is held, you and/or inspace may attend by telephone, unless the arbitrator requires otherwise. You may elect to pursue your claim in small-claims court rather than arbitration if the amount in controversy is less than $2,000 and you provide us with written notice of your intention do so within 60 days of the event giving rise to the claim. The arbitration or small-claims court proceeding will be limited solely to your individual dispute or controversy.
(f) Class Action/Jury Trial Waiver. WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITIES, AND NOT AS A PLAINTIFFS OR CLASS MEMBERS IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS INSPACE AGREES OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. YOU AGREE THAT, BY AGREEING TO THESE TERMS, YOU AND INSPACE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAM. ANY RELIEF AWARDED CANNOT AFFECT OTHER USERS. IF A COURT DECIDES THAT APPLICABLE LAW PRECLUDES ENFORCEMENT OF ANY OF THIS PARAGRAPH'S LIMITATIONS AS TO A PARTICULAR CLAIM FOR RELIEF, THEN THAT CLAIM (AND ONLY THAT CLAIM) MUST BE SEVERED FROM THE ARBITRATION AND MAY BE BROUGHT IN COURT, SUBJECT TO YOUR AND INSPACE'S RIGHT TO APPEAL THE COURT'S DECISION. ALL OTHER CLAIMS WILL BE ARBITRATED.
(g) Jurisdiction. Unless you and we agree otherwise, in the event that the agreement to arbitrate above is found not to apply to you or to a particular claim or dispute, either as a result of a decision by the arbitrator or a court order, or for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our proprietary or intellectual property rights as set forth in the provisions above, including any provisional relief required to prevent irreparable harm, you agree that any claim or dispute that has arisen or may arise between you and inspace must be resolved exclusively by a state or federal court located in Boston, MA. You and inspace irrevocable agree to submit to the exclusive personal jurisdiction of the courts located within Boston, MA for the purpose of litigating all such claims or disputes. You further agree that Boston, MA is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable.
17. ENTIRE AGREEMENT
These Terms constitute the entire agreement between you and inspace regarding your use of the Service, superseding any prior agreements between you and inspace relating to your use of the Service.
18. SEVERABILITY
If any part of these Terms are or become illegal, invalid or unenforceable in any relevant jurisdiction, the legality, validity or enforceability of the remainder of these Terms of Use will not be affected and these Terms will be read as if the part had been deleted in that jurisdiction only.
19. RIGHTS AND REMEDIES CUMULATIVE
inspace's rights and remedies are cumulative and none of them limits any other remedy or right of inspace. Your undertakings and obligations are cumulative and none of them limits any other of your undertakings or obligations.
20. ASSIGNMENT
inspace may assign its rights under these Terms in whole or in part to any other person in inspace's absolute discretion.
21. ELECTRONIC COMMUNICATION
All information communicated as part of the Services is considered an electronic communication. When you communicate with us through the Services or via other forms of electronic media, such as e-mail, you are communicating with us electronically. You agree that we may communicate electronically with you and that such communications, as well as notices, disclosures, agreements, and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by the party sending the communication. You further acknowledge and agree that by clicking on a button labeled “SUBMIT," “CONTINUE," “REGISTER," “I AGREE" or similar links or buttons, you are submitting a legally binding electronic signature and are entering into a legally binding contract. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by these Terms. 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 THROUGH THE SERVICES.
22. NOTICES
Notices to You. inspace may provide any notice to you under these Terms by: (i) sending a message to the e-mail address you provide or (ii) by posting to the Services. Notices sent by e-mail will be effective when inspace sends the e-mail and notices inspace provides by posting will be effective upon posting. It is your responsibility to keep your e-mail address current and keep inspace informed of any changes in your email or mailing address so that you continue to receive all communications without interruption.
Notices to Us. To give us notice under these Terms, you must contact us as follows: inspace, 77 Sleeper street, Boston, MA, 02210, support@inspace.app. inspace may update the contact information for notices to inspace by posting a notice on the Services or amending these Terms. Notices will be effective when received by inspace.
23. RELATIONSHIP
No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms.
24. USER FEEDBACK
We are always happy to hear from you and are grateful for your comments and suggestions on how to improve our Service. The following policy applies to all third party submissions of ideas, comments, suggestions, improvements, proposals or materials: (a) all submissions are non-confidential and non-proprietary; (b) we will not be liable for any use or disclosure of any submission; and (c) we can use the submission for any purpose whatsoever, commercial or otherwise, without compensation to the submitting person
25. TERMS REQUIRED BY APPLE, INC. (“APPLE")
(a) There Terms are an agreement between you and inspace only, and not with Apple. inspace, and not Apple, is solely responsible for the App and the content thereof. Your use of the App must comply with the Usage Rules set forth in the Apple App Store Terms of Use as of the Effective Date of these Terms.
(b) The license granted to you for the App is a non-transferable license to use the App on any iOS Products that you own or control and as permitted by the Usage Rules set forth in the App Store Terms of Service, except that such App may be accessed, acquired, and used by other accounts associated with you via Apple's Family Sharing program or volume purchasing.
(c) inspace is solely responsible for providing, and Apple has no obligation to provide, maintenance and support for the App. Support requests, as well as questions or complaints regarding the App, may be directed to inspace, at 77 Sleeper street, Boston, MA, 02210.
(d) In the event of any failure of the App to comply with any warranty that may exist as a matter of law, you may notify Apple, and Apple will refund the purchase price for the App to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and will not be liable for any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty.
(e) Apple shall not be responsible for addressing any claims by you or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (i) product liability claims, (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement, or (iii) claims arising under consumer protection, privacy, or similar legislation, including in connection with the App's use of the HealthKit and HomeKit frameworks.
(f) Apple shall not be responsible for the investigation, defense, settlement or discharge of any claim that the App, or your possession and use of the App, infringes a third party's intellectual property rights.
(g) You represent and warrant that (i) the App will not be downloaded or used in, or transported to, and you are not located in, a country that is subject to a U.S. Government embargo, or has been designated by the U.S. Government as a “terrorist-supporting" country, and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
(h) The Company's address is 77 Sleeper street, Boston, MA, 02210. All questions and complaints about the App should be sent to: inspace CEO.
(i) Apple and its subsidiaries are third-party beneficiaries of these Terms, and have the right (and shall be deemed to have accepted the right) to enforce these Terms against you.
26. TERMS REQUIRED BY GOOGLE APP STORE
In addition to your agreement with the Terms, you acknowledge and agree to the following provisions with respect to your use of the Android-compatible version of the licensed mobile application (also called the “Licensed Application") provided by Alphabet, Inc. (“Alphabet").
(a) Both you and inspace acknowledge that the Terms are concluded between you and inspace only, and not with Alphabet, and that Alphabet is not responsible for the Licensed Application or the Content;
(b) Alphabet is not providing any warranty for the Licensed Application, except if applicable, to refund the purchase price for it.
(c) Alphabet is not responsible for maintenance or other support services for the Licensed Application and shall not be responsible for any other claims, losses, liabilities, damages, costs or expenses with respect to the Licensed Application, including, without limitation, any third-party product liability claims, claims that the Licensed Application fails to conform to any applicable legal or regulatory requirement, claims arising under consumer protection or similar legislation, and claims with respect to intellectual property infringement.
(d) Any inquiries or complaints relating to the use of the Licensed Application, including those pertaining to intellectual property rights, must be directed to inspace at the address provided herein.
(e) The license you have been granted herein is non-exclusive, worldwide, and perpetual to perform, display, and use the Licensed Application on the device.
(f) You agree to comply with the terms of any third-party agreement that is applicable to you when using the Licensed Application, such as your wireless data service agreement.
(g) You hereby represent and warrant (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
(h) You acknowledge and agree that Alphabet and Alphabet's subsidiaries are third-party beneficiaries of these Terms and that, upon your acceptance of the terms and conditions of these Terms, Alphabet will have the right (and will be deemed to have accepted the right) to enforce these Terms you as a third party beneficiary thereof.
(i) Alphabet, Google, Google Play, Android and other marks are trademarks of Alphabet, registered in the U.S. and other countries.
27. QUESTIONS ABOUT OUR TERMS OF USE
If you have any questions or concerns regarding these Terms, you may contact us by e-mail at support@inspace.app.
I HAVE READ THESE TERMS AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE