Terms of Service

USER AGREEMENT

This document was last updated on October 18, 2020.

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This User agreement (the "Agreement") is a legally binding agreement between the company RoomSME Inc. ("Company, "we, "our") and You ("you", "your") that sets out and regulates the use of the website https://roomsme.com, RoomSME software and Company services, hereinafter collectively referred to as the "Service".

PLEASE READ THIS AGREEMENT CAREFULLY. BY USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND FULLY AGREE TO ALL THE TERMS OF THIS AGREEMENT.

IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, OR YOU FEEL THAT ANY PROVISION OF THE AGREEMENT INFRINGES ON YOUR RIGHTS OR OTHERWISE PUTS YOU AT A DISADVANTAGE, YOU MUST IMMEDIATELY STOP ANY USE OF THE SERVICE.

BY CONTINUING TO USE THE SERVICE, YOU UNCONDITIONALLY CONFIRM THAT YOU HAVE READ, UNDERSTOOD AND UNCONDITIONALLY ACCEPTED ALL THE TERMS OF THIS AGREEMENT.

Eligibility

By using the Service, you represent and warrant that you have reached the age that allows you to use the Service in accordance with the requirements of your personal legislation, or that you have all the necessary permissions and consent for such use.

If you are prohibited by your personal law from entering into this Agreement and using the Service, you must refuse to use the Service, otherwise you will be solely and solely responsible for using the Service in violation of the requirements of your personal law.

Changes

We constantly strive to improve our Service by providing you with new features and capabilities, so we may make changes to this Agreement from time to time. After making any changes to the Agreement, we will update the date of its last update.

If the changes made significantly affect your rights and obligations under the Agreement (for example, changes in the cost or scope of the features provided), we will notify you in any way available to us.

In any case, we recommend that you periodically check the date of the last update of this Agreement, indicated at the top of it, and, if it changes, get acquainted with the new version of the Agreement.

If, after reviewing the new version of the Agreement, you find that you do not agree with the new terms, or you feel that the new terms of the Agreement have begun to infringe on your rights or otherwise put you at a disadvantage, you must immediately stop any use of the Service.

Communication costs

To access and use the Service, you must have an Internet connection. You are solely responsible for all costs associated with your use of the Service, including, but not limited to, data transmission costs, payments for mobile operators and Internet service providers.

The quality of service directly depends on the speed of your Internet connection. If your Internet connection has a low bandwidth, then your use of the Service will potentially occur with lower quality and performance. This reduction in quality or performance does not give you the right to claim any compensation from you.

Access to emergency services

Please note that the Service is not intended for access to emergency services and public safety response points, including such services as ambulance, police, fire, and rescue services. You understand and agree that the Service is not a complete replacement for traditional landline or mobile communications, and that the Company is not obligated to provide you with access to emergency services.

License

We grant you a worldwide, personal, non-exclusive, limited, revocable, non-sublicensable, and non-transferable license to use the software to access and use the Service. This license is granted to you solely to enable you to use the Service for personal and business purposes in accordance with the terms of this Agreement.

The Service contains the cryptographic functions, the export of which is restricted in accordance with applicable laws relating to export controls. You agree not to export or re-export the Service or parts of it in violation of such laws.

Use of the Service

Most of the Service's features are available to you for free and without registration. At the same time, you can expand the functionality of the Service by registering and choosing one of the proposed paid tariffs. Information about tariffs, their cost, and the features they provide is provided in the Service.

We reserve the right to introduce and change fees for using the service, as well as the content of paid tariffs, at any time. However, such changes will not affect the paid tariffs you have already purchased, which will remain in effect under the same conditions.

Registration in the Service

To register in the Service, you must provide your name, email address, and confirm your consent to the terms of this Agreement. You understand and agree that we may, in our sole discretion, refuse to register you without giving any reason for such refusal.

We may check the information you provide from time to time. You hereby authorize us, directly or through third parties, to make any requests that we deem reasonably necessary to verify your identity and the information you provide, and to take any actions based on the results of such requests that we deem reasonably necessary to protect the Company and other users from fraud.

Credential security

You are responsible for ensuring the proper security of your credentials in the Service. Loss or compromise of your credentials or your personal information may lead to unauthorized access to your account in the Service by third parties, which may lead to the loss or theft of your information, including related bank accounts and credit cards. If you believe that your account has been compromised, please contact our support team immediately via the Service.

Deleting credentials

You can stop using the service at any time by deleting your credentials in your profile settings in the Service. If you use the Service with one of the paid tariffs, then after deleting your credentials, you will be able to restore your registration and continue using the Service under the terms of the paid tariff for the remaining period of validity of the paid tariff.

Payment of tariffs

Each paid tariff offers you two payment options: i) monthly subscription; and ii) one-time payment for 1 year.

Please note that if you choose a monthly subscription, you will be connected to a recurring payment, according to which your bank card will be charged monthly (on the day of subscription) the cost of the selected tariff. You can cancel your monthly subscription at any time, and the tariff you choose will be valid until the end of the paid month.

All payments must be made by you in advance. Please note that the features of your chosen paid tariff will only be available to you after we have received the full payment.

No refunds

You understand and agree that the Company does not provide refunds. By purchasing a paid tariff, you get the right to use the extended functionality of the Service during the validity period of this tariff. This right is granted to you from the moment we receive payment and is valid for the entire term of the tariff, regardless of whether you use the Service or not (including due to the deletion of your credentials).

User content

When using the Service, you may encounter content produced by third parties, including other users of the Service.

You understand and agree that due to the features of the Service, the Company does not control the content of such content and cannot guarantee that such content: i) does not violate the terms of the Service; ii) does not violate applicable laws; iii) does not violate the rights of third parties (copyright, exclusive rights, rights to means of individualization, etc.); iv) does not discriminate on the basis of gender, race, color, nationality, language, origin, attitude to religion or belief; v) does not call for violence, extremist activities, overthrow of the existing government, use or distribution of narcotic and psychotropic substances and other pranks prohibited by applicable law; vi) does not have a slanderous, insulting or defamatory nature; vii) does not contain pornographic, sexually explicit or other obscene materials.

Acceptable use

We strive to ensure that the Service is convenient and used by as many users as possible, but there are areas of possible use of the Service in which we would not want to participate for moral, ethical or other reasons.

We reserve the right to monitor and analyze any information we receive from you at any time in order to identify the use of the Service in fraudulent or illegal activities.

Termination of access

You understand and agree that the Company may terminate your access to the service at any time in its sole discretion if we believe that your use of the Service violates the terms of this Agreement or is related to fraudulent or illegal activities.

You acknowledge that the Company's decision to terminate your access to the Service may be based on confidential criteria that are necessary for the Company's risk and security management protocols. You agree that the Company is not obligated to disclose to you the reasons for its decision.

Third-party services

We can provide you with the ability to integrate the Service with third-party services such as YouTube, Trello, Figma, Miro, and others. These services are provided by third parties and their use is governed by separate agreements. Any use of third-party services is at your own risk, and the Company does not accept any responsibility for the consequences of such use.

For your convenience, we provide links to the user agreements of the services that we integrate with:

Google Drive: https://www.google.com/drive/terms-of-service/

YouTube: https://www.youtube.com/t/terms?gl=US

Trello: https://www.atlassian.com/legal/cloud-terms-of-service

Figma: https://policies.google.com/terms?hl=en

Miro: https://miro.com/legal/terms-of-service/

External links

The Service may contain links to third-party websites that are not owned or controlled by the Company. These links are placed in the Service solely for your convenience and any use of these links should be carried out by you at your own risk.

You should understand that the placement of such links in the Service does not mean that the Company knows the content and approves the content posted on such links. The Company disclaims any liability in relation to your use of such links.

Links to the Service

You are granted a limited, non-exclusive right to create a text hyperlink to the Service, provided that such link does not portray the Service and the Company in a false, misleading, derogatory, offensive, or otherwise objectionable manner. This limited right may be revoked at any time at our sole discretion.

Intellectual property

All rights to the Service, including software rights, are the exclusive property of the Company. You agree that you will not copy, transmit, distribute, sell, license, reverse engineer, modify, publish or participate in the transfer or sale, create derivative works based on our Service or its component parts, or otherwise use our software except for the purpose of using the Service.

Trademark

"RoomsMe", logos, and any other product or service name contained in the Service are trademarks or service marks of the Company and may not be copied, imitated, or used in whole or in part without the prior written permission of the Company.

In addition, the appearance of the Service, including all page titles, custom graphics, button icons, and scripts, is the Company's corporate identity and may not be copied, imitated, or used, in whole or in part, without our prior written permission.

As is

The Service is provided on an "as is" basis. We cannot guarantee that your use of the service will meet your requirements and expectations, that the Service will operate continuously, quickly, reliably and error-free, and that all identified errors in the Service will be immediately corrected.

We make commercially reasonable efforts to ensure the proper and continuous operation of the service, but we cannot guarantee that there will be no interruptions due to technical failures, maintenance work, and we cannot guarantee the full and error-free operation of the Service.

Since the Service is in the process of constantly adding and updating functionality, the form and nature of the products and features provided may change from time to time without any prior notice.

DISCLAIMER OF WARRANTIES

THE COMPANY MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF EFFECTIVENESS AND CONTINUED AVAILABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, PERFORMANCE, RELIABILITY, QUALITY, OR NON-ERROR.

LIMITATION OF LIABILITY

YOU CLEARLY UNDERSTAND AND AGREE THAT THE COMPANY AND ITS RESPECTIVE OFFICERS (EMPLOYEES AND REPRESENTATIVES) WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY DAMAGES OR LOST PROFITS THAT RESULT FROM THE USE OR INABILITY TO USE THE SERVICE. YOU UNDERSTAND AND AGREE THAT UNDER ANY CIRCUMSTANCES, THE COMPANY'S LIABILITY TO YOU WILL BE LIMITED TO THE AMOUNT OF $ 100 AND CAN ONLY BE IMPOSED ON THE COMPANY BASED ON AN EFFECTIVE COURT DECISION.

Compensation for damages

You also agree to indemnify, defend, and hold harmless the Company and its representatives (directors and employees) from any claims, liabilities, judgments, damages, costs, expenses, and fees (including reasonable attorneys' fees) arising out of your use of the Service in violation of the terms of this Agreement and applicable law.

Force majeure

The Company is released from liability for partial or complete failure to fulfill its obligations under this Agreement in the event of force majeure, i.e. circumstances of an extraordinary and unforeseen nature, such as: war (local or international), sudden and/or planned military attack by an enemy nation, army or ill-wishers (regardless of whether war is declared or not), invasion; civil war, unrest and riots, strikes and strikes; military coup; flood, earthquake, fire, storm, hurricane, tornado, lightning strike, landslide or other natural disasters of local, federal or international scale; epidemic or pandemic; accidents; death (including individual or group suicide), injury or illness of both parties, provided that such injury/illness inevitably led to death; collapse of the world economic and financial system; total and comprehensive apocalypse or other manifestation of the end of the world.

Survival

If any provision of this Agreement is found to be invalid or unenforceable under applicable law, such provision will be modified and interpreted to achieve the purposes of the provision to the greatest extent possible, and the validity and applicability of any other provision of this Agreement will not be affected.

Applicable law

This Agreement is governed by and construed in accordance with the laws of the USA and the laws of the Delaware state, regardless of the principles of choice of law.

Dispute resolution

Any dispute or dispute arising out of this Agreement is subject to the exclusive jurisdiction of the courts located in the USA, Delaware state, and you agree to submit to the personal jurisdiction and venue of such courts.

Privacy

The collection, processing and use of personal data provided by you in connection with the use of the Service is carried out by the Company in accordance with a Privacy policy. You can read the terms of the Privacy Policy here.

No Partnership

You understand and agree that your use of the Service in accordance with this Agreement does not create any partnership, agency or employment relationship between you and the Company, nor does it lead to the formation of any joint ventures.

Notifications

You agree that any emails, messages, notifications, and requests sent to you through the Service will be deemed to have been properly sent and received.

You also agree that we may from time to time send you messages with promotional information, including information about new features and features of the Service, promotions and offers of the Company and its partners, as well as other similar information.

Assignment

The Company may at any time transfer its rights and obligations under this Agreement to any third party without the need to obtain your consent and send you any prior notice.

You may transfer your rights and obligations under this Agreement to a third party only if you obtain the written consent of the Company. Any transfer of your rights and obligations under the Agreement to a third party without our written consent will be considered invalid.

Contact us

If you have any questions, suggestions, feedback, or complaints, you can send us an email to our technical support hi@roomsme.com. Please include your name, email address, and other information that will help us identify you in our Service.