PLEASE READ THIS AGREEMENT CAREFULLY; THIS IS A BINDING CONTRACT.
Be sure to read the Terms of Service as amended or otherwise modified and in effect from time to time (the "Terms of Service" or "TOS") below, as they cover the terms and conditions that apply to your use of this website, subdomains, and services, or other interfaces (the "Site and Services"). Darkfax ("Darkfax") may change the TOS from time to time. By continuing to use the Services following such modifications, you agree to be bound by such modifications to the TOS. IF YOU DO NOT ACCEPT AND AGREE TO ALL OF THE PROVISIONS OF THE TOS, OR IF YOU ARE NOT ELIGIBLE, YOU ARE NOT AUTHORIZED TO ACCESS THE SITE OR USE THE SERVICES.
BY ACCESSING THE Darkfax SITE AND SERVICES YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS AND ALL EXHIBITS, ORDER FORMS, AND INCORPORATED POLICIES (THE "AGREEMENT"). THE Darkfax SERVICE IS NOT AVAILABLE TO PERSONS WHO ARE NOT LEGALLY ELIGIBLE TO BE BOUND BY THESE TERMS. ANYONE WHO ACCESSES THIS WEBSITE IN VIOLATION OF THESE TERMS WILL BE DEEMED TO HAVE VIOLATED THE COMPUTER FRAUD AND ABUSE ACT OF 1986 18 US CODE ยง 1030.
This TOS provides that all disputes between you and Darkfax will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract, except for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class action. Please review the Arbitration Agreement for the details regarding your agreement to arbitrate any disputes with Darkfax. The terms of the Arbitration Agreement are incorporated into the TOS by this reference.
As used in the TOS, the terms "you" and "your" mean each individual or entity that accesses, browses or uses the Site and Services in any manner. If you are accessing the Site and Services on behalf of an entity, you represent and warrant to Darkfax that you have the authority to bind the entity you represent to the TOS. Your agreement to this TOS will be treated as the agreement of the entity you represent.
Darkfax may modify the TOS or add, change or remove terms at any time, and each such modification, addition or deletion will be effective immediately upon posting on the Site and Services. Your use of the Site and Services following any such posted addition, change or deletion constitutes your agreement to be bound by and your acceptance of the TOS as so modified. It is therefore important that you review the TOS regularly. IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THE TERMS OF THE MODIFIED TOS, YOU ARE NOT AUTHORIZED TO ACCESS THE SITE AND/OR USE THE SERVICES, AND YOU MUST IMMEDIATELY DISCONTINUE DOING SO.
Use of the Site and Service is subject to the Privacy Policy. The terms of the Privacy Policy are incorporated into the TOS by this reference.
In consideration of use of the Site and Service, you agree to: (a) provide true, accurate, current, complete and not misleading information about yourself as prompted throughout the Site and Services and (b) to maintain and update this information to keep it true, accurate, current, complete and not misleading. If any information provided by you is untrue, inaccurate, not current, incomplete or misleading, or if you do not provide information on a timely or cooperative basis, Darkfax has the right to terminate your account and refuse any and all current or future use of the Site and Services. You agree to take full responsibility for any consequences stemming from your providing any untrue, inaccurate, not current incomplete, or misleading information and agree that Darkfax did not willfully aid, abet, or facilitate the publication of any such information. You agree to not resell or transfer your use of or access to the Site and Services.
You acknowledge and agree that you must: (a) provide for your own access to the World Wide Web and pay any service fees associated with such access, and (b) provide all equipment necessary for you to make such connection to the World Wide Web, including a computer and modem or other access device.
By using the Darkfax.com website, subdomains and services, including any applets, software, and content contained therein, you agree that use of the Site and Services is entirely at your own risk. The Site and Services is provided "as is", without warranty of any kind, either express or implied, including without limitation, any warranty for information, data, services, uninterrupted access, or products provided through or in connection with the Site and Services. Specifically, Darkfax disclaims any and all warranties, including, but not limited to: (1) any warranties concerning the availability, accuracy, usefulness, or content of information, products or services and (2) any warranties of title, warranty of non-infringement, warranties of merchantability or fitness for a particular purpose. This disclaimer of liability applies to any damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of record, whether for breach of contract, tortious behavior, negligence, or under any other cause of action.
Neither Darkfax nor any of its employees, agents, successors, assigns, affiliates, website co-branding providers or content or service providers shall be liable to you or other third party for any direct, indirect, incidental, special or consequential damages arising out of use of service or inability to gain access to or use the service or out of any breach of any warranty. Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you. In such states, the respective liability of Darkfax, its employees, agents, successors, assigns, affiliates, website co-branding providers and content or service providers respective liability is limited to the greatest extent permitted by such state law.
Darkfax is the owner and/or authorized user of any trademark, registered trademark and/or service mark appearing at this Site and Services, and is the copyright owner or licensee of the content and/or information on this Site and Services including but not limited to any screens appearing at the Site and Services. You may not download and/or save a copy of any of the screens except as otherwise provided in these Terms of Service, for any purpose. However, you may print a copy of the information on this Site and Services for your personal use or records. If you make other use of this Site and Services, except as otherwise provided above, you may violate copyright and other laws of the United States, other countries, as well as applicable state laws and may be subject to penalties. Darkfax does not grant any license or other authorization to any user of its trademarks, registered trademarks, service marks, or other copyrightable material or other intellectual property, by placing them on this Site or Services.
Darkfax reserves the right to change any information on the Site and Services including but not limited to revising and/or deleting features or other information without prior notice. Clicking on certain links within this Site might take you to other websites for which Darkfax assumes no responsibility of any kind for the content, availability or otherwise. (See "Links from and to this Website" below.) The content presented at this Site and Services may vary depending upon your browser limitations.
Among other services, Darkfax presents a cloud-based conversation analysis platform. It is designed to enable you to record, transcribe, analyze and share your team's audio and video calls (together with all other information data that you make accessible to Darkfax, "Content").
Darkfax may you with a right and permission to use the Service subject to a valid subscription, pursuant to the terms of the Statement of Work, or subject to free evaluation terms, as further detailed below.
Upon your subscription to the Service, Darkfax may grant you access to the Service or certain parts of it, which will allow Darkfax or you to add end-user accounts ("Permitted Users") and to control or manage certain features of the Service. Permitted Users' access to the Service is limited and personal. You are responsible for actions taken by Permitted Users or by anyone using your accounts and passwords.
Our decisions to permit your participation are subject to, among other things, demonstration to our satisfaction that you meet legal requirements for participation, consent of relevant third parties, execution of definitive documentation, and our discretion. You agree to use your best efforts to cooperate and furnish timely, complete and accurate information to Darkfax as requested from time to time to facilitate your participation in the services and Darkfax reserves the right, in its discretion, to bar, terminate or otherwise prevent you from using the Site and Services for any reason and at any time.
You agree to use the Site and Services only for lawful purposes. You agree to use the Site and Services only in a manner consistent with all applicable local, state, national and international laws and regulations. You agree not to transmit through the Site and Services any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, gives rise to civil liability or otherwise violates any law. You agree not to attempt to gain unauthorized access to other computer systems through the Site and Services. You agree not to interrupt or attempt to interrupt the operation of the Site and Services in any way. You agree not to use the Site and Services to post or transmit any advertising, promotional materials, or other forms of solicitation to other users, except in areas specifically designated for such purpose. You agree not to use the Site and Services to post or transmit any information, software or other material which contains a virus or other harmful component. You agree not to use the Site and Services to post, transmit or in any way exploit any information, software or other material for commercial purposes, or which contains advertising. You agree that you will not use the Site and Services, or the products or services made available on the Site and Services, for any purpose that is unlawful or prohibited by these Terms of Service. You agree to be solely responsible for your actions and the content of your transmissions through the Site and Services.
You agree to defend, indemnify and hold Darkfax and its affiliates harmless from any and all claims, liabilities, costs and expenses, including reasonable attorneys' fees, arising in any way from your use of the Site and Services or the placement or transmission of any message, information, software or other materials through the Site and Services by you or users of your account or related to any violation of these Terms of Service by you or users of your account.
You acknowledge and agree that Darkfax and any of its website co-branding providers have no responsibility for the accuracy or availability of information provided by linked sites. Links to external websites do not constitute an endorsement by Darkfax or its website co-branding providers of the sponsors of such sites or the content, products, advertising or other materials presented on such sites.
Information in any web pages that are linked to Darkfax's website comes from a variety of sources. Some of this information comes from official Darkfax licensees, but much of it comes from unofficial or unaffiliated organizations and individuals, both internal and external to Darkfax. Darkfax does not author, edit, or monitor these unofficial pages or links. You acknowledge and agree that Darkfax and its website co-branding providers shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on such external sites or resources.
Opinions, advice, statements, offers or other information or content made available through the Site and Services are those of their respective authors and not of Darkfax, and should not necessarily be relied on. Such authors are solely responsible for the accuracy of such content. Darkfax does not guarantee the accuracy, completeness, or usefulness of any information on the Site and Services and neither adopts nor endorses nor is responsible for the accuracy or reliability of any opinion, advice, or statement made. Under no circumstances will Darkfax be responsible for any loss or damage resulting from anyone's reliance on information, data, or other content posted on the Site and Services.
Darkfax may take reasonable and appropriate measures, including encryption, to ensure that your personal information is disclosed only to those specified by you. However, the Internet is an open system and we cannot and do not guarantee that the personal information you have entered will not be intercepted by others and decrypted.
If you wish to make purchases through the Site and Services, you may be asked by the payment processing company, or information or service provider from whom you are making the purchase to supply certain information, including credit card or other payment mechanism information. You agree not to hold Darkfax liable for any loss or damage of any sort incurred as a result of any such dealings with any merchant or information or service provider through the Site and Services. You agree that all information you provide any merchant or information or service provider through the Site and Services for purposes of making purchases will be accurate, complete and current. The merchants and information and service providers offering merchandise, information and services through the Site and Services set their own prices and may change prices or institute new prices at any time. You agree to pay all charges incurred by users of your account and credit card or other payment mechanism at the prices in effect when such charges are incurred. You also will be responsible for paying any applicable taxes relating to purchases through the Site and Services.
You will defend, indemnify and hold harmless Darkfax, its officers, directors, employees, agents and third parties, for any losses, costs and expenses (including reasonable attorney's fees) relating to or arising out of your use of the Site and Services, including but not limited to, any breach by you of the terms of this agreement, provided, however that this provision shall not apply to any losses, costs, liabilities and expenses relating to or arising out of Darkfax's failure to comply with all applicable securities laws and regulations in connection with its role as an intermediary.
In no event will Darkfax be liable: (i) to you for any incidental, consequential, or indirect damages arising out of the use or inability to use the Site and Services, even if the Site and Services or its agents or representatives know or have been advised of the possibility of such damages, except for instances in which Darkfax becomes aware of fraud and fails to take prompt and reasonable action to attempt to discontinue such fraud, or (ii) to any person other than you. In addition, the Site and Services disclaims all liability, regardless of the form of action, for the acts or omissions of other members or users (including, but not limited to, unauthorized users, or "hackers") of the Site and Services.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE SITE AND SERVICES IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULL EXTENT PERMITTED UNDER APPLICABLE LAW, Darkfax EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND WITH RESPECT TO THE WEBSITE AND ANY PRODUCTS OR SERVICES AVAILABLE ON OR THROUGH THE WEBSITE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Darkfax MAKES NO WARRANTY THAT:
YOU AGREE THAT Darkfax OR ANY THIRD PARTY ENGAGED IN PROVIDING SERVICES TO YOU ON OR THROUGH THE SITE AND SERVICES SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY DAMAGES CAUSED BY THEFT, UNAUTHORIZED ACCESS, SYSTEMS FAILURE, COMMUNICATIONS LINE FAILURE OR OTHER OCCURRENCES BEYOND THE CONTROL OF Darkfax OR SUCH THIRD PARTIES.
NO ADVICE OR INFORMATION, WHETHER WRITTEN OR ORAL, WHETHER OBTAINED BY YOU FROM Darkfax, FROM A Darkfax EMPLOYEE OR AGENT OR THROUGH OR FROM THE SITE AND SERVICES, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS. Darkfax WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL or EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, REVENUE, INCOME, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF Darkfax HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM:
Darkfax makes no guarantees on performance based on recommendations or data derived from the Site and/or Services.
The Terms of Service and the relationship between you and Darkfax shall be governed by the laws of the State of Delaware without regard to its conflict of law provisions. You and Darkfax agree to submit to the personal and exclusive jurisdiction of the courts located within the Commonwealth of Massachusetts.
The failure of Darkfax to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. If any provision of the Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms of Service remain in full force and effect.
If you have any questions about these Terms of Service, please contact us.
Darkfax