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Terms and Conditions | designtime.me

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Terms and Conditions

 

These Terms of Service along with any other terms and policies referenced herein, and are incorporated herein by reference and form an integral part hereof, as amended from time to time (these “Terms”)  constitute a legally binding agreement as of the Effective Date (as defined below), governing your access to, and the use of https://designtime.me and any related website owned or operated by designtime.me (the  “Sites”), and the use of, and registration with, designtime.me Service (defined below) through the Sites,  a mobile application or through any other means.

These Terms are between IKO Web Design EOOD (Zh. Obela 245-37, Sofia, Bulgaria 1326) (“designtime.me”, “us”, “we” or “our”) and you, either individually, or on behalf of your employer or any  other entity which you represent (“you” or “your”). designtime.me may use its affiliates and third-party service providers to process and/or collect payment from you.

In case you represent your employer or another entity,  you hereby represent that (i) you have full legal authority to bind your employer or such entity (as  applicable) to these Terms; and (ii) after reading and understanding these Terms, you agree to these  Terms on behalf of your employer or the respective entity (as applicable), and these Terms shall bind  your employer or such entity (as the case may be). PLEASE NOTE THAT YOU ARE DEEMED AS AN  AUTHORIZED REPRESENTATIVE OF YOUR EMPLOYER OR AN ENTITY (AS APPLICABLE): (I) IF YOU  ARE USING YOUR EMPLOYER OR AN ENTITY’S EMAIL ADDRESS IN REGISTERING INTO THE  SERVICE; AND (II) IF YOU ARE AN ADMIN (AS DEFINED BELOW).

AS ELABORATED IN SECTION 2 BELOW, THERE ARE VARIOUS TYPES OF USERS FOR THE  SERVICE, THUS, EXCEPT WHERE INDICATED OTHERWISE “YOU” SHALL REFER TO CUSTOMER  AND ALL TYPES OF USERS. YOU ACKNOWLEDGE THAT THESE TERMS ARE BINDING, AND YOU  AFFIRM AND SIGNIFY YOUR CONSENT TO THESE TERMS, BY EITHER: (I) CLICKING ON A BUTTON  OR CHECKING A CHECKBOX FOR THE ACCEPTANCE OF THESE TERMS; OR (II) REGISTERING TO,  USING OR ACCESSING THE SERVICE, SITES OR designtime.me MOBILE APPLICATION,  WHICHEVER IS EARLIER (THE “EFFECTIVE DATE”).

IF YOU DO NOT AGREE TO COMPLY WITH, AND BE BOUND BY, THESE TERMS OR DO NOT HAVE  AUTHORITY TO BIND YOUR EMPLOYER OR ANY OTHER ENTITY (AS APPLICABLE), PLEASE DO  NOT ACCEPT THESE TERMS OR ACCESS OR USE THE SERVICE OR THE SITES OR designtime.me MOBILE APPLICATION. 

  1. Our Service.

1.1. Our Service.

The designtime.me platform is a cloud-based visual work management tool that transforms the way teams work together, with the aim to build a culture of transparency, ownership and  accountability, inclusive of any and all functionalities, application programming interface and tools  offered as part of designtime.me platform, offered online and via a mobile application (the “Service”). Specific Terms may apply to You or to some of the Service, such specific terms are incorporated herein by reference and form an integral part hereof. 

1.2. Modification or Discontinuation of the Service.

We may add, modify or discontinue any feature,  functionality or any other tool, within the Service and/or Sites, at our own discretion and without further notice, however, if we make any material adverse change in the core functionality of the Service, then we will notify you by posting an announcement on the Sites and/or via the Service or by sending you an email. 

1.3. No Contingency on Future Releases and Improvements.

You hereby acknowledge that your purchase of the Service and/or Third Party Services (as defined below) hereunder are not contingent on the delivery by us of any future release of any functionality or feature, including without limitation, the continuance of: (i) a certain Service beyond its current Subscription Term; or (ii) Third Party Services,  or dependent on any public comments we make, orally or in writing, regarding any future functionality or feature. 

1.4. Ability to Accept Terms.

If you, access and use the Sites and/or the Service, you represent and warrant that you are at least 16 years old. The Sites and/or Service are only intended for individuals aged sixteen (16) years or older. We reserve the right to request proof of age at any stage so that we can verify compliance with this paragraph. 

1.5. Additional Services.

Customer may choose to purchase additional services to be provided by designtime.me. 

  1. Account Registration and Administration.

2.1. Account Registration.

To register to the Service for the first time, you shall create an account with the Service. By creating an account (“Account”) and registering to the Service you become, either individually or on behalf of your employer or any entity, on behalf of whom you created the Account, a  designtime.me customer (the “Customer”). The first user of the Account is automatically assigned as the  Account administrator (the “Admin”).

2.2. Your Registration Information.

When creating an Account or when you are added into an Account and creating your user profile (the “User Profile”), you: (i) agree to provide us with accurate, complete,  and current registration information about yourself; (ii) acknowledge that it is your responsibility to ensure that your password remains confidential and secure; (iii) agree that you are fully responsible for all activity that occurs under your User Profile and password, including any integration or any other use of third party products or services (and associated disclosure of data) in connection with the Service; and  (iv) undertake to promptly notify us in writing if you become aware of any unauthorized access or use of your Account or User Profile and/or any breach of these Terms. We may assume that any communications we receive under your User Profile have been made by you. Customer will be solely responsible and liable for any losses, damages, liability and expenses incurred by us or a third party,  due to any unauthorized usage of the Account by either you or any other User or third party on your behalf. 

2.3. User Verification.

You understand and agree that we may require you to provide information that may be used to confirm your identity and help ensure the security of your Account and/or User Profile.  In the event that you or the Admin lose access to an Account or otherwise request information about an  Account, we reserve the right to request from you or such Admin (as the case may be) any verification we deem necessary before restoring access to or providing information about such Account. 

2.4. Account Admins.

The Admin(s) of an Account are, severally and jointly, deemed as the authorized representatives of the Customer, and any decision or action made by any Admin, is deemed as a  decision or action of Customer. An Admin may assign or add other members of the Account as Admins,  which possess important privileges and controls over the use of the Service and the Account, including,  without limitation: (i) control your (and other Users) use of the Account; (ii) purchase, upgrade or downgrade the Service; (ii) create, monitor or modify Users’ actions and permissions; (iii) manage the access to, control, remove, share posts or otherwise change, all or part of the Customer Data (as defined below); and (iv) integrate or disable integration with Third Party Services. You also acknowledge that your Account can become managed by a representative of the entity that owns or controls the email address domain with which your Account was created or registered. Admin rights are further elaborated in our Help Center. 

2.5. Other Users.

There are several types of Account users, such as guests, viewers and team members, all of whom are defined within the Service and referred to herein as “Authorized Users”, and collectively with the Admin, the “Users”. The features and functionalities available to the Users are determined by the respective subscription plan governing such Account, and the privileges of each such  Authorized User are assigned and determined by the Account Admin(s). 

2.6. Responsibility for Authorized Users.

Customer is solely liable and responsible for understanding the settings, privileges and controls for the Service and for controlling whom Customer permits to become a User and what are the settings and privileges for such User, including without limitation, the right for a User to invite other Users (either paid or unpaid), the right to incur charges on the Account,  the right to access, modify or share boards, etc. The customer is responsible for the activities of all of its Users, including Order Forms they may place and how Users use the Customer Data, even if those  Users are not from Customer’s organization or domain. Further, Customer acknowledges that any action taken by a User of Customer’s Account is deemed by us as an authorized action by Customer, hence  Customer shall have no claim in this regard. 

  1. Your Customer Data.

3.1. Customer Data.

Customer Data is any data, file attachments, text, images, reports, personal information, or any other content, that is uploaded or submitted, transmitted or otherwise made available, to or through the Service by you or any User and is processed by us on Customer’s behalf (the “Customer Data”). For the avoidance of doubt, Anonymous Information (as defined below) is not regarded as Customer Data. Customer retains all rights, title, interest and control, in and to the Customer  Data, in the form submitted to the Service. Subject to these Terms, Customer grants us a worldwide,  royalty-free, limited license to access, use, process, copy, distribute, perform, export, and display the  Customer Data, and solely to the extent that reformatting Customer Data for display in the Service constitutes a modification or derivative work, the foregoing license also includes the right to make modifications and derivative works. The afore-mentioned license is hereby granted solely: (i) to maintain and provide you the Service; (ii) to prevent or address technical or security issues and resolve support requests; (iii) to investigate when we have a good faith belief, or have received a complaint alleging, that  uch Customer Data is in violation of these Terms; (iv) to comply with a valid legal subpoena, request,  or other lawful processes; and (v) as expressly permitted in writing by you. 

3.2. Responsibility for Customer Data Compliance.

You represent and warrant that: (i) you have or have obtained all rights, licenses, consents, permissions, power and/or authority, necessary to grant the rights granted herein, for any Customer Data that you submit, post or display on or through the Service;  (ii) the Customer Data is in compliance with, and subject to, our Acceptable Use Policy; and (iii) the  Customer Data you submit, your use of such Customer Data, and our use of such Customer Data, as set forth in these Terms, do not and shall not (a) infringe or violate any patents, copyrights, trademarks  or other intellectual property, proprietary or privacy, data protection or publicity rights of any third party;  (b) violate any applicable local, state, federal and international laws, regulations and conventions,  including those related to data privacy and data transfer and exportation (the “Laws”); (c) violate any of  your or third party’s policies and terms governing the Customer Data. Other than our security and data protection obligations expressly set forth in Section 6, we assume no responsibility or liability for Customer Data, and you shall be solely responsible for Customer Data and the consequences of using, disclosing, storing, or transmitting it. It is hereby clarified that monday.com shall not monitor and/or moderate the Customer Data and there shall be no claim against designtime.me of not acting so. 

3.3. No Sensitive Data.

You shall not submit to the Service any data that is protected under a special legislation and requires unique treatment, including, without limitations, (i) categories of data enumerated in European Union Regulation 2016/679, Article 9(1) or any similar legislation or regulation in other jurisdiction; and (ii) credit, debit or other payment card data subject to PCI DSS or any other credit card schemes. 

  1. Public User Submissions.

4.1. Public User Submissions.

The Sites may have certain features that allow you to submit comments,  information, and other materials publicly (collectively, “Public User Submissions”) and share such Public  User Submissions with other Users, or the public. By submitting Public User Submissions through the Sites, you grant us a license to access, use, copy, reproduce, process, adapt, publish, transmit, host, and display that Public User Submissions for any purpose, business, including without limitation, for publicizing and promoting designtime.me, the Service and/or the Sites and for any other lawful purpose,  in any media format (e.g. in-print, websites. electronically, broadcast), and you hereby waive, or to the extent legally prohibited, assign to designtime.me, any moral rights in your Public User Submissions. 

4.2. Responsibility for Public User Submissions.

You acknowledge and agree that: (i) you have or have obtained all rights, licenses, consents, permissions, power and/or authority, necessary to grant the rights granted herein, for any Public User Submissions that you submit, post or display on or through the Service; (ii) we do not control, and are not responsible for, other content and/or submissions, posted on our Sites and/or Service by others; (iii) by using the Service and/or Sites, you may be exposed to content and/or submissions by other users or site visitors that is offensive, indecent, inaccurate, misleading, or otherwise unlawful; (iv) any Public User Submissions are submitted in accordance with, and subject to our Acceptable Use Policy.

  1. Intellectual Property Rights; License.

5.1. Our Intellectual Property.

The Service and Sites, inclusive of materials, such as software,  application programming interface, design, text, editorial materials, informational text, photographs,  illustrations, audio clips, video clips, artwork and other graphic materials, and names, logos, trademarks and services marks (excluding Customer Data), any and all related or underlying technology and any modifications, enhancements or derivative works of the foregoing (collectively, “designtime.me Materials”), are the property of designtime.me and its licensors, and may be protected by applicable copyright or other intellectual property laws and treaties. As between you and designtime.me,  designtime.me retains all right, title and interest, including all intellectual property rights, in and to the  designtime.me Materials. 

5.2. Customer Reference.

Customer acknowledges and accepts that designtime.me has the right to use  Customer’s name and logo to identify Customer as a customer of designtime.me or User of the Service,  on designtime.me’s website, marketing materials or otherwise by public announcements. Customer may revoke such right, at any time, by contacting info@designtime.com. 

5.3. Your Access and Use Rights.

Subject to the terms and conditions of these Terms, and your compliance thereof, and specifically in strict compliance with our Acceptable Use Policy, we grant you a limited, worldwide, non-exclusive, non-transferable right to access and use the Service and Sites,  during the applicable Subscription Term, solely for Customer’s internal purposes. 

5.4. Use Restrictions.

Except as expressly permitted in these Terms, you may not, and shall not allow  an Authorized User or any third party to: (i) give, sell, rent, lease, timeshare, sublicense, disclose,  publish, assign, market, resell, display, transmit, broadcast, transfer or distribute any portion of the  Service or the Sites to any third party, including, but not limited to your affiliates, or use the Service in  any service bureau arrangement; (ii) circumvent, disable or otherwise interfere with security-related  features of the Sites or Service or features that prevent or restrict use or copying of any content or that  enforce limitations on use of the Service or Sites; (iii) reverse engineer, decompile or disassemble,  decrypt or, attempt to derive the source code of, the Service or Sites, or any components thereof; (iv)  copy, modify, translate, patch, improve, alter, change or create any derivative works of the Service or  Sites, or any part thereof; (v) take any action that imposes or may impose (at designtime.me ’s sole  discretion) an unreasonable or disproportionately large load on the monday.com infrastructure or  infrastructure which supports the Sites or Service; (vi) interfere or attempt to interfere with the integrity or proper working of the Service or Sites, or any related activities; (vii) remove, deface, obscure, or alter  designtime.com’s or any third party’s identification, attribution or copyright notices, trademarks, or other proprietary rights affixed to or provided as part of the Service or Sites, or use or display logos of the  Service or Sites without designtime.me ’s prior written approval; (viii) use the Service or Sites for competitive purposes, including to develop or enhance a competing service or product; or (ix) encourage or assist any third party (including other Authorized Users) to do any of the foregoing. 

5.5. Feedback.

As a User of the Service and/or Sites, you may provide suggestions, comments, feature requests or other feedback to any of designtime.me  Materials, the designtime.me  Service, the API (in case you are the Admin) and/or the Sites (“Feedback”). Such Feedback is deemed an integral part of designtime.me  Materials, and as such, it is the sole property of designtime.me  without restrictions or limitations on use of any kind. designtime.me  may either implement or reject such Feedback, without any  restriction or obligation of any kind. You (i) represent and warrant that such Feedback is accurate,  complete, and does not infringe on any third party rights; (ii) irrevocably assign to designtime.me  any right,  title and interest you may have in such Feedback; and (iii) explicitly and irrevocably waive any and all  claims relating to any past, present or future moral rights, artists’ rights, or any other similar rights, worldwide, in or to such Feedback. 

5.6. API Use.

We may offer an application programming interface that provides additional ways to access and use the Service (“API“). Such API is considered a part of the Service, and its use is subject to all these Terms. Without derogating from Sections 5.1 through 5.4 hereof, you may only access and use our API for Customer’s internal business purposes, in order to create interoperability and integration between the Service and other products, services or systems you and/or Customer use internally. When using the API you should follow our relevant developer guidelines. We reserve the right at any time to modify or discontinue, temporarily or permanently, your and/or Customer’s access to the API (or any part of it) with or without notice. The API is subject to changes and modifications, and you are solely responsible to ensure that your use of the API is compatible with the current version. 

  1. Privacy and Security.

6.1. Security.

designtime.me implements reasonable security measures and procedures to assist in protecting your Customer Data. You can learn more on our security measures and procedures on our Security Page, as updated from time to time. 

6.2. Privacy Policy.

As a part of accessing or using the Service and the Sites, we may collect, access,  use and share certain Personal Data (as defined in the Privacy Policy) from, and/or about, you. Please read our Privacy Policy, which is incorporated herein by reference, for a description of such data collection and use practices. 

6.3. Data Processing Agreement (“DPA”).

By using the Service, Customer also accepts our Data Processing Agreement, which governs the Processing of Personal Data (as both terms are defined in the DPA) on Customer’s behalf, where such Personal Data is subject to the General Data Protection  Regulation 2016/679 (the “GDPR”). 

6.4. Anonymous Information.

Notwithstanding any other provision of these Terms, we may collect, use and publish Anonymous Information (defined below) relating to your use of the Service and/or Sites, and disclose it for the purpose of providing, improving and publicizing our products and services, including the Sites and Service, and for other business purposes. “Anonymous Information” means information which does not enable the identification of an individual, such as aggregated and analytics information. designtime.me owns all Anonymous Information collected or obtained by designtime.me. 

  1. Third Party Services; Links.

7.1. Third Party Services.

The Service enables you to engage and procure certain third party services,  products, apps and tools in connection with the Service, including, without limitation, third-party applications and widgets offered via our integrations offering or which you decide to connect through our API, as part of the Service (collectively, “Third Party Services”). 

7.2. Independent Relationship.

You acknowledge and agree that regardless of the manner in which such Third Party Services may be offered to you, we merely act as an intermediary platform between you and such Third Party Services, and we do not, in any way, endorse any such Third Party Services,  or shall be in any way responsible or liable with respect to any such Third Party Services. Your relationship with such Third Party Services and any terms governing your payment for, and use of, such  Third Party Services, including without limitation, the collection, processing and use of your data by such  Third Party Services, are subject to a separate contractual arrangement between you and the provider of a Third Party Service (the “Third Party Agreement”). We are not a party to, or responsible, in any manner, for the compliance by you or by the provider of the Third Party Service with the Third Party  Agreement. 

7.3. Integration with a Third Party Service and your Customer Data.

Through the Service you and any other Authorized User within the Account, may enable an integration of your Account, including, boards within your Account (or a portion thereof), with Third Party Services, which will allow an exchange,  transmission, modification or removal of data between us and the Third Party Service, including without limitation, the Customer Data, the scope of which is determined by the applicable actions set by such integration. You hereby acknowledge that any access, collection, transmission, processing, storage or any other use of data, including the Customer Data, by a Third Party Service, is governed by the Third  Party Agreement, including any applicable privacy policy, and designtime.me is not responsible for any access, collection, transmission, processing, storage or any other use of data, including the Customer  Data, by the Third Party Service or for such Third Party Service privacy and security actions, inactions or general practices. By integrating and/or using the Third Party Services, you acknowledge and agree that: (a) you are solely responsible for your compliance with applicable privacy restrictions, laws and regulations, including your use of the Third Party Service and other data activities you may conduct or may permit third parties, including the Third Party Service, to conduct; (b) the activities and use of the data by you and any other Users within the Account, may result in a modification and/or removal of data,  either in the Account (i.e. Customer Data) and in the integrated Third Party Service. We shall have no obligation of any kind, for any such modification and/or removal of data, either in the Account with us and/or the integrated Third Party Service. 

7.4. Use Conditions and Limitations.

Both designtime.me and a Third Party Service may impose, each at its sole discretion, additional conditions or limitations on your access and use of certain Third Party  Services, including without limitation, imposing a limited quota on the number of actions or other uses  (as the case may be). Such additional conditions or limitations shall be indicated wherever relevant within the Service or the Third Party Service or otherwise notified to you or to any other relevant User of the Account. 

7.5. Payment for Third Party Services.

Third-Party Services may be offered free of charge or for a  certain fee, either charged directly by the Third Party Service or by designtime.me. Wherever the Third  Party Service requires a payment, it shall be indicated next to the offering of the Third Party Service,  unless such price is included within the Subscription Plan (as defined below) for the Service. Whenever  designtime.me charges Customer on behalf of itself and not as an agent on behalf of the Third Party  Service, the payment terms, including the payment of fees, renewal and refund policy, are governed by  Sections 8 and 9 herein. Whenever designtime.me charges Customer on behalf of the Third Party Services, then Customer acknowledges that designtime.me serves only as an intermediary role in facilitating or collecting the applicable fees and taxes from Customer, for the Third Party Service, thus all payment related issues, including the payment of fees, renewal and refund policy, are governed by the Third Party Agreement. 

7.6. Change of Fees.

Customer acknowledges that designtime.me and any Third Party Service, may change the fees for the Third Party Service from time to time, including imposing a new charge on a  Third Party Service that was provided for free. 

7.7. Discontinuation of a Third Party Service.

Each of designtime.me and the Third Party Service reserves the right to discontinue the use or suspend the availability of any Third Party Service, for any reason and with no obligation to provide any explanation or notice. Such discontinuation may result in the inability to utilize certain features and actions of the Third Party Service along with our Service. 

7.8. Links.

The Sites, Service and/or any Third Party Services may contain links to third-party websites that are not owned or controlled by us (the “Links”). You acknowledge that we have no control over,  and assume no responsibility for the content, privacy policies, or practices of, any third-party websites. You: (i) are solely responsible and liable for your use of and linking to third-party websites and any content that you may send or post to a third-party website; and (ii) expressly release us from any and all liability arising from your, and in case of a Customer, all Users’, use of any third party website. Accordingly, we encourage you to read the terms and conditions and privacy policy of each third-party website that you may choose to visit. 

7.9. Limitations of Liability.

designtime.me bears no responsibility and/or liability for any links or third-party Services, including without limitation, such third-party Service’s operability or interoperability with our service, security, accuracy,  reliability, data protection and processing practices and the quality of its offerings, as well as any acts or commissions by third parties. By accessing  and/or using the third-party services, you acknowledge that your access and use of the third party services are at your sole discretion and risk, and you are solely responsible for ensuring such third party service’s operation and practices and its respective third party agreement, meet your needs. 

  1. Subscription Term, Renewal and Fees Payment.

8.1. Order Form.

Our order form may be completed and placed in various ways, among which, an online form or in-product screens or any other mutually agreed upon offline form delivered by Customer  or any of the other Users to designtime.me, including via mail, email or any other electronic or physical delivery mechanism (the “Order Form”). Such Order Form will list, at the least, the Service ordered, subscription plan, term and the associated fees. 

8.2. Subscription Term.

The Service is provided on a subscription basis for the term specified in your  Order Form, in accordance with the respective subscription plan purchased under such Order Form  (the “Subscription Term” and the “Subscription Plan”, respectively, and collectively the “Subscription”). 

8.3. Subscription Fees.

In consideration for the provision of the Service (except for Trial Service),  Customer shall pay us the applicable fees per the purchased Subscription, as set forth in the applicable  Order Form (the “Subscription Fees”). Unless indicated otherwise, Subscription Fees are stated in euros.

Customer hereby is informed, to charge such Subscription Fees via Customer’s selected payment method, upon the due date. Unless expressly set forth herein, the Subscription Fees are non-cancelable and non-refundable. We reserve the right to change the Subscription Fees at any time, upon notice to Customer if such change may affect Customer’s existing subscriptions upon renewal. In the event of failure to collect the Fees owed by Customer, we may, at our sole discretion (but shall not be obligated to) retry to collect at a later time,  and/or suspend or cancel the Account, without notice. 

8.4. Subscription Upgrade.

During the Subscription Term, Customer may upgrade its Subscription  Plan by either: (i) adding Authorized Users; (ii) upgrading to a higher type of Subscription Plan; (iii)  adding add-on features and functionalities; and/or (iv) upgrading to a longer Subscription Term  (collectively, “Subscription Upgrades”). Subscription Upgrades or other changes are considered as a new purchase, hence will restart the Subscription Term. Upon a Subscription Upgrade, Customer will be billed for the applicable increased amount of Subscription Fees, at our then-current rates (unless indicated otherwise in an Order Form), either: (1) prorated for the remainder of the then-current Subscription Term, or (2)  whenever the Subscription Term is being restarted due to the Subscription Upgrade, then the  Subscription Fees already paid by Customer will be reduced from the new upgraded Subscription Fees,  and the difference shall be due and payable by Customer upon the date on which the Subscription  Upgrade was made. 

8.5. Adding Users.

Customer acknowledges that unless it disabled these options: (i) Users within the same email domain will be able to automatically join the Account; and (ii) Users within Customer’s  Account may invite other persons to be added to the Account as Users (collectively, “Users Increase”). Unless agreed otherwise in an Order Form, any changes to the number of Users within a certain Account, shall be billed on a prorated basis for the remainder of the then-current Subscription Term. We will bill Customer upon the Users Increase, as communicated to Customer. 

8.6. Excessive Usage.

We shall have the right, including without limitation where we, at our sole discretion, believe that Customer and/or any of its Users, have misused the Service or otherwise use the Service in an excessive manner compared to the anticipated standard use (at our sole discretion),  to offer the Subscription in different pricing and/or impose additional restrictions as for the upload,  storage, download and use of the Service, including, without limitation, restrictions on Third Party  Services, network traffic and bandwidth, size and/or length of content, quality and/or format of content,  sources of content, the volume of download time, etc. 

8.7. Billing.

As part of registering, or submitting billing information, to the Service, Customer agrees to provide us with updated, accurate and complete billing information, and Customer authorizes us (either directly or through our affiliates), to charge, request and collect payment (or otherwise charge, refund or take any other billing actions) from Customer’s payment method or designated banking account, and to make any inquiries that we (or our affiliates and/or third-parties acting on our behalf) may consider necessary to validate Customer’s designated payment account or financial information, in order to ensure prompt payment, including for the purpose of receiving updated payment details from Customer’s credit card company or banking account (e.g., updated expiry date or card number as may be provided to us by  Customer’s credit card company). 

8.8. Subscription Renewal.

In order to ensure uninterrupted service or void loss of services, Customer’s Subscription must be manually renewed before the existing subscription service is expired. Some account features allow to enable the auto-renewal option or cancel its Subscription prior to its  expiration.

In case a Customer cancels its Subscription, during a Subscription Term, the  Subscription will not renew for an additional period, but Customer will not be refunded or credited for any unused period within the Subscription Term. 

8.9. Discounts and Promotions.

Unless expressly stated otherwise in a separate legally binding agreement, if Customer received a special discount or other promotional offer, Customer acknowledges that upon renewal of its Subscription, designtime.me will renew such Subscription, at the full applicable  Subscription Fee at the time of renewal. 

8.10. Credits.

Any credits that may accrue to Customer’s Account, for any reason (the “Credits”), will  expire and be of no further force and effect, upon the earlier of: (i) the expiration or termination of the applicable Subscription under the Account for which such Credits were given; or (ii) in case such Credits accrued for an Account with a Trial Subscription (as defined below) that was not upgraded to a  Subscription Plan, then upon the lapse of 90 days of such Credits’ accrual. Unless specifically indicated otherwise, Credits may be used to pay for the Services only and not for any Third Party Service or other payment of whatsoever kind. Whenever fees are due for any Services, accrued Credits will be first reduced against the Subscription Fees and the remainder will be charged from Customer’s respective payment method. Credits shall have no monetary value (except for the purchase of Services under the limited terms specified herein) nor exchange value, and will not be transferable or refundable. 

  1. Refund Policy; Chargeback.

9.1. Refund Policy.

All Services provided by designtime.me or Third Party services cooperating with designtime.me are non-refundable due to the specifics of the provided product. Customer shall not be entitled, and we shall not be under any obligation, to terminate the Service and give a Refund. 

9.2. Chargeback.

If, at any time, we record a decline, chargeback or other rejection of a charge of any  due and payable Subscription Fees on Customer’s Account (“Chargeback”), this will be considered as  a breach of Customer’s payment obligations hereunder, and Customer’s use of the Service may be disabled or terminated and such use of the Service will not resume until Customer re-subscribes for any such Service, and pay any applicable Subscription Fees in full, including any fees and expenses incurred by us and/or any Third Party Service for each Chargeback received (including handling and processing charges and fees incurred by the payment processor), without derogating from any other  remedy that may be applicable to us under these Terms or applicable law.

designtime.me is not liable for not providing services by third parties. 

  1. Trial Service; Pre-Released Services.

10.1. Trial Service.

We may offer, from time to time, part or all of our Services on a free, no-obligation trial version (“Trial Service”). The term of the Trial Service shall be as communicated to you, within the  Service, in an Order Form, unless terminated earlier by either Customer or us, for any reason or for no reason. We reserve the right to modify, cancel and/or limit this Trial Service at any time and without liability or explanation to you. In respect of a Trial Service that is a trial version of the Subscription Plan  (the “Trial Subscription”), upon the termination of the Trial Subscription, we may change the Account web address at any time without any prior written notice. 

  1. Term and Termination; Suspension.

11.1. Term.

These Terms are in full force and effect, commencing upon the Effective Date, until the end  of the Service underlying the Account, either paid or unpaid, unless terminated otherwise in accordance with these Terms. 

11.2. Termination for Cause.

Either Customer or us may terminate the Service and these Terms, upon written notice, in case that (a) the other party is in material breach of these Terms and to the extent, curable, fails to cure such breach, within a reasonable cure period, which shall not be less than 10 days following written notice from by the non-breaching party; or (b) ceases its business operations or becomes subject to insolvency proceedings and the proceedings are not dismissed within 45 days. 

11.3. Termination by Customer.

Customer may terminate its Subscription to the Service by cancelling  the Service and/or deleting the Account, whereby such termination shall not derogate from Customer’s  obligation to pay applicable Subscription Fees except where such termination is made within the Refund  Period. In accordance with Section 9 above, unless mutually agreed otherwise by Customer and us in a  written instrument, the effective date of such termination will take effect at the end of the then-current  Subscription Term, and Customer’s obligation to pay the Subscription Fees throughout the end of such  Subscription Term shall remain in full force and effect, and Customer shall not be entitled to a refund for any pre-paid Subscription Fees. 

11.4. Effect of Termination of Service.

Upon termination or expiration of these Terms, Customer’s Subscription and all rights granted to you hereunder shall terminate, and we may change the Account’s web address. It is Customer’s sole liability to export the Customer Data prior to such termination or expiration. In the event that Customer did not delete the Customer Data from the Account, we may  continue to store and host it until either Customer or we, at our sole discretion, delete such Customer  Data, and during such period, Customer shall still be able to make limited use of the Service in order to export the Customer Data (the “Read-Only Mode”), but note that we are not under any obligation to maintain the Read-Only Mode period, hence such period may be terminated by us, at any time, with or without notice to Customer, and subsequently, the Customer Data will be deleted. Customer acknowledges the foregoing and its sole responsibility to export and/or delete the Customer Data prior to the termination or expiration of these Terms, and therefore we shall not have any liability either to  Customer nor to any User or third party, in connection thereto. Unless expressly indicated herein otherwise, the termination or expiration of these Terms shall not relieve Customer from its obligation to pay due Subscription Fees.

11.5. Suspension.

Without derogating from our termination rights above, we may decide to temporarily  suspend the Account and/or a User Profile (including any access thereto) and/or our Service, in the  following events: (i) we believe, at our sole discretion, that you or any third party, are using the Service  in a manner that may impose a security risk, may cause harm to us or any third party, and/or may raise  any liability for us or any third party; (ii) we believe, at our sole discretion, that you or any third party, are using the Service in breach of these Terms or applicable Law; (iii) Customer’s payment obligations, in accordance with these Terms, are or are likely to become, overdue; or (iv) Customer’s or any of its  Users’ breach of the Acceptable Use Policy. The afore-mentioned suspension rights are in addition to any remedies that may be available to us in accordance with these Terms and/or applicable Law. 

  1. Specific Laws; Reasonable Allocation of Risks.

12.1. Specific Laws.

Except as expressly stated in these Terms, we make no representations or  warranties that your use of the Service is appropriate in your jurisdiction. Other than as indicated herein,  you are responsible for your compliance with any local and/or specific applicable Laws, as applicable to  your use of the Service.

12.2. Reasonable Allocation of Risks.

You hereby acknowledge and confirm that the limitations of liability and warranty disclaimers contained in these Terms are agreed upon by you and us and we both find such limitations and allocation of risks to be commercially reasonable and suitable for our engagement hereunder, and both you and us have relied on these limitations and risk allocation in determining whether to enter these Terms. 

  1. Modifications.

Occasionally we may make changes to these Terms for valid reasons, such as adding new functions or features to the Service, technical adjustments, typos or error fixing, for legal or regulatory reasons or for any other reasons as we deem necessary, at our sole discretion. When we make material changes to these Terms, we’ll provide Customer with notice as appropriate under the circumstances, e.g., by displaying a prominent notice within the Service or by sending Customer an email. Your continued use of the Service after the changes have been implemented will constitute your acceptance of the changes.

 

Last update: July 4, 2022