Terms Of Use
Latest Update on 20-Sept-2024
Welcome to BLUNET!
BLUNET provides cloud-based platforms to industry that makes it easier for users to share ideas, collaborate and help get work done. Our products are cloud based and can be accessed through the web or any number of device types (e.g., desktop, laptop, tablet).
This document, the BLUNET Terms of Service (“Terms”), outlines the terms regarding Your use of our products. These Terms are a legally binding contract between You and BLUNET. If you do not agree with these Terms, do not register or use any of the Services.
1 . Acceptance
By accepting these General Terms during your account registration or subscription process, or by accessing or using BLUNET services, you confirm your acceptance of these General Terms and your agreement to be a party to this binding contract. If you do not agree to these Terms, you must not access or use Services.
You agree to these Terms on behalf of the company or other legal entity for which you are acting (for example, as an employee or contractor) or, if there is no company or legal entity, on behalf of yourself as an individual (in either case, “You”). `You represent and warrant that you have the right and authority (as well as the capacity—for example, you are of sufficient legal age) to act on behalf of and bind such entity (if any) and yourself.
2 . Your Account
You are responsible for anyone who obtains, accesses, or uses Services through You or Your account (including Your Authorized Users) and their compliance with these Terms as though each of them is You. In certain cases, Your Authorized Users may be required to set up individual accounts or agree to applicable terms in order to obtain, access, or use Services, but You remain responsible. You also agree to secure and not share user IDs or passwords (except with authorized account administrators). If You suspect unauthorized use of Your account, please contact immediately to [email protected].
3 . You Own Your Work
You will retain Your ownership rights to electronic files, data sets, images, documents, or similar material created by You (or Your Authorized Users) and submitted or uploaded to a Service by You (or Your Authorized Users).
4 . Privacy
BLUNET is committed to protecting Your privacy and letting You know what BLUNET will do with Your personal data. BLUNET’s Privacy Statement sets forth how BLUNET may collect, use, store and process personal data of or relating to You, and how You may request access to or deletion of Your personal data.
If You wish to know about BLUNET’s obligations as a processor for personal data under the General Data Protection Regulation, write to [email protected].
5 . Service Term
Each subscription to a BLUNET Service is for a fixed, limited time period (the “Service Term”). The length of the Service Term and billing option will be indicated in the Service identification in the Additional Agreement. Certain subscriptions may renew automatically.
6 . Services
6.1 Rights to Services For any Service consisting of Software or a Cloud Service that BLUNET makes available or provides to You, and subject to compliance with these Terms and all payment obligations, including any taxes and other fees, BLUNET grants to You a non-exclusive right to use the Service (and permit Your Authorized Users to use the Service) solely (a) during the Service Term, and (b) within the scope of Your subscription, including the permitted number, Service Type, Territory and other attributes specified for the type and level that You selected when subscribing for the Service.
Except as expressly authorized by these Terms, or as otherwise expressly permitted in writing by BLUNET, You will not: (i) reproduce, modify, adapt, translate, port, or create derivative works of all or any portion of any Service, except as expressly permitted by applicable law notwithstanding a contractual prohibition to the contrary, or (ii) sublicense, transfer, distribute, transmit, sell, lease, rent, loan, or otherwise make available all or any portion or functionality of any Service to a third party (whether on a service bureau basis or otherwise).
Any Software (including any Update or Upgrade) that BLUNET makes available or delivers to You is licensed for a limited subscription period, not sold. You may make one archival copy of the Software You subscribed to solely for Your backup and archival purposes for the duration of the Service Term.
6.2 Access to Software and Cloud Services Subject to compliance with these Terms, BLUNET will, during the Service Term, make Services available to You through Your account or other electronic means. BLUNET will not be liable for any losses or other liability incurred by You or others due to sending Your account information to an incorrect address. You may be required to log into Your account or provide BLUNET additional information to activate, access, or use a Service. Some Service may cause Your computers or other devices to automatically connect to the internet (intermittently or on a regular basis)—for example, to validate the proper use of Your subscription, provide You with access to Services (including third-party services), or download and install Updates or Upgrades, all without further notice to You. You and Your Authorized Users agree to such connection and to validation of Your subscription and to the automatic downloading and installation of Updates and Upgrades. You may not be able to adjust Your Update or Upgrade settings for certain Services, including those for which automatic Updates or Upgrades are required for operation or security of the Services.
During the Service Term, BLUNET may make available or deliver Updates or Upgrades to Software. You will promptly install any mandatory Updates.
6.3 Use of Your Content
In order for You to access or use certain Services, or for BLUNET to provide You with certain services, You may wish to upload or otherwise share Your Content. BLUNET personnel will not use Your Content except (a) at Your request, or with Your consent; (b) in connection with providing and improving Services (including maintaining, securing, updating, or otherwise modifying Services); or (c) in connection with legal obligations, enforcement, investigations, or proceedings.
You are responsible for ensuring that (i) Your Content and its use with any Service comply with all applicable laws and regulations and these Terms, (ii) Your Content will not infringe or misappropriate any intellectual property or proprietary rights of any person, and (iii) You secure backup copies of Your Content at all times. You acknowledge that online services may suffer disruptions or outages, and You may not be able to retrieve Your Content as a result.
You will indemnify and hold harmless (and, at BLUNET’s request, defend) BLUNET against any and all losses, liabilities, expenses (including reasonable attorneys’ fees) suffered or incurred by BLUNET by reason of any claim, suit or proceeding arising out of or relating to
(1) Your Content;
(2) Your (including Your Authorized Users’) use of Services, including any Output or other results produced by such use;
(3) Your (including Your Authorized Users’) breach of these Terms (including any Additional Agreement, Special Terms, or other applicable terms).
6.4 Collaboration and Sharing of Your Content
Some Services permit You to collaborate with others, including sharing or publishing Your Content. If You choose to share or publish Your Content, others may be able to use, reproduce, modify, distribute, make available, display, transmit and communicate Your Content, and suspending or terminating access will not delete or inhibit access to any of Your Content that was earlier shared or published. You agree that when you share your Content, you may be allowing other people to access and use Your Content in any way without further restriction or compensation to You. If You do not want others to have any such access or any of those rights, do not use the sharing, publishing, or other collaboration features of the Services and set Your permissions accordingly.
You agree to provide BLUNET (as well as agents or service providers acting on BLUNET’s behalf to provide the Services) the right to transmit, process, use and disclose Content and other information which we may obtain as part of your use of the Services but only: (i) as necessary for BLUNET to provide the Services, (ii) as otherwise permitted by these Terms, (iii) as otherwise required by law, regulation or order, and/or (iv) to respond to an emergency.
6.5 BLUNET electronic Signature
If You (and your Authorised Users) use BLUNET electronic Signature, it will present default disclosure terms to each recipient of your Sign requests on Your behalf. By using BLUNET electronic Signature to send files for signature, you are adopting BLUNET disclosure terms each time as terms that will govern your BLUNET electronic Signature transaction.
7 . Limitations on Use
7.1 Services are tools
BLUNET services are tools and are intended only to assist You manage Your work and not a substitute for Your professional judgment. You acknowledge that the Services may not have been designed or tested for Your specific use, and the Services and Output may not achieve the results You desire within Your constraints.
7.2 Services Not Designed for Sensitive Personal Data
The data storage functionality associated with Services is NOT suitable for the storage of Social Security numbers, credit or debit card numbers, financial account numbers, driver’s license numbers, medical information, or health insurance information; data about personal characteristics or other personal data, such as race or ethnic origin, religion or philosophical beliefs, political affiliation or opinions, genetic or biometric data, sexual orientation, or trade union membership; or other information that may expose, or pose a risk of harm to, an individual if improperly disclosed or used (collectively, “Sensitive Personal Data”). Except as expressly required by BLUNET (for example, a credit card number used to purchase a subscription), You will not upload or otherwise make available to BLUNET any Sensitive Personal Data, including any files containing Sensitive Personal Data, in connection with Your use of any Service.
7.3 Acceptable Use of Services
You will access and use (and permit access to and use of) Services only in compliance with BLUNET’s Acceptable Use Policy and all applicable laws. You agree You will not, nor will you encourage others or assist others to, harm the Services or use the Services to harm others.
7.4 Consent to Electronic Communications
You understand and consent to BLUNET sending you (including but not limited to via email, SMS text messaging, and/or in-app messaging) information regarding the Services, such as:
- Notices about your use of the Services, including notices of violations of use.
- Updates to the Services and new features or products.
- Administrative messages and other information.
- Other materials regarding BLUNET’s products and services.
8. Feedback
If You provide BLUNET with ideas for improvement, suggestions, or other feedback (collectively, “Feedback”), You hereby grant to BLUNET a non-exclusive, transferable, irrevocable, worldwide, royalty-free license (with rights to sublicense) to make, use, sell, offer to sell, reproduce, modify, distribute, make available, publicly display and perform, disclose and otherwise exploit the Feedback and any Services using the Feedback.
9 . Trial Versions
BLUNET may make available or deliver Services (or features of a Service) described as “not for resale,” “free,” “evaluation,” “trial,” “pre-release,” “beta,” or another similar designation (collectively, “Trial Versions”). Except as expressly set forth in the Documentation for the Trial Version,
- you may access or use the Trial Version only for a period of 30 days from download or receipt,
- Your use will be limited to non-commercial evaluation purposes,
- The use of a Trial Version will be only by You as an individual or, if You are an entity, by one named employee,
- The Trial Version may only be used within the Territory where You acquired the Service. Notwithstanding any other provisions in these Terms,
- BLUNET makes no commitments with respect to Trial Versions, including any commitment to continue any Trial Version or to convert any Trial Version into a Service;
- BLUNET constantly conducts research to improve our Services and makes no commitment that such research will be commercially released in a Service; and
- Trial Versions may contain code that is not fully tested, including errors and faults that may cause total data loss or system failure. Subscriptions to Trial Versions do not include subscription Benefits, and BLUNET reserves the right, without any further notice, to end any Trial Versions at any time.
10. Confidentiality
You or BLUNET (as the “Disclosing Party”) may disclose or make available Confidential Information to the other party (as the “Receiving Party”) in connection with these Terms. The Receiving Party will use the same degree of care as to the Disclosing Party’s Confidential Information that it uses to protect its own confidential information of like kind (but in no event less than reasonable care) and will (a) use the Confidential Information of the Disclosing Party only in connection with Services, and (b) except as otherwise authorized by the Disclosing Party in writing, limit access to the Confidential Information of the Disclosing Party to those of its employees, consultants, contractors, service providers, professional advisors and other individuals who need such access for purposes related to Services and who are subject to confidentiality obligations with the Receiving Party no less stringent than those in these Terms. The Receiving Party may disclose Confidential Information of the Disclosing Party if it is compelled by law to do so. The Receiving Party will give the Disclosing Party prior notice of such compelled disclosure (to the extent legally permitted) and take reasonable steps to limit such disclosure. BLUNET may also disclose Your Confidential Information to comply with any governmental or regulatory body request (including summonses or court orders), as part of a legal proceeding involving BLUNET, or at Your request. If disclosure is made at Your request, You may be responsible for the costs of compiling and providing access to Your Confidential Information.
11 . BLUNET Proprietary Rights
You acknowledge and agree that BLUNET will have ownership of and all rights with respect to (a) the Services, Documentation, APIs, and other information or material made available to You by BLUNET, including any copies of the foregoing, (b) any materials or other information based on, derived from, or otherwise using any of the foregoing (including Metrics), and (c) all rights under trade secrets, copyrights, trademarks, patents, and any other intellectual property or proprietary rights relating to any of the foregoing. The structure and organization, the underlying algorithms and other internals, the protocols, data structures and other externals, and the source code of the Services and the APIs constitute proprietary and confidential information of BLUNET, and You will not disclose such information to third parties, or use such information for any purpose other than as required for ordinary-course access to and use of the Services as set forth in these Terms, without BLUNET’s prior written consent. You will not access or attempt to access the Services by any means other than the interface BLUNET provides or authorizes. You will not engage in any decompiling, disassembling, or other reverse engineering, or otherwise attempt to discover, learn, or study the structure or organization, underlying algorithms or other internals, protocols, data structures or other externals, or the source code of the Services or APIs, except as expressly permitted under applicable law notwithstanding a contractual prohibition to the contrary. BLUNET may make available or provide access to other confidential and proprietary information (either marked as such or understood to be such under the circumstances) to enable Your access or use of the Services, and any such information will be deemed to be BLUNET Confidential Information.
You have only the rights expressly granted to You under these Terms. All rights not expressly granted are reserved by BLUNET; BLUNET expressly disclaim (and You agree not to assert) any other rights.
You will not take any action, or authorize, encourage, or assist any third party to take any action, inconsistent with this Section 11.
12 . Limited Warranty, Disclaimers, Limitations on Liability
12.1 Limited Warranty
BLUNET warrants that, for any paid subscription, as of the date on which the subscribed-for Service is made available to You and for 90 days thereafter or, if the Service Term is shorter, such shorter period (“Warranty Period”), the Service will provide the general features and functions described in for the Services. BLUNET’s entire obligation and liability, and Your sole and exclusive remedy, for BLUNET’s breach of this warranty will be for BLUNET, at its option, (a) to attempt reasonably to remedy the breach or (b) to refund the amounts received for the affected subscription and terminate such subscription. You will bring any warranty claim for any Service within its applicable Warranty Period, and any warranty claims You bring after such Warranty Period will be excluded.
12.2 Disclaimers
EXCEPT FOR THE EXPRESS LIMITED WARRANTY SET FORTH IN SECTION 12.1 (LIMITED WARRANTY) ABOVE, AND ANY EXPRESS WARRANTIES SET FORTH AS SUCH IN ANY ADDITIONAL AGREEMENT OR SPECIAL TERMS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, (a) THE SERVICES (INCLUDING ANY RELATED SOFTWARE, CLOUD SERVICE, DOCUMENTATION, APIS, OR OTHER MATERIALS) ARE PROVIDED “AS IS,” “WITH ALL FAULTS,” AND WITHOUT WARRANTY OR CONDITION OF ANY KIND AND (b) BLUNET MAKE, AND YOU RECEIVE, NO WARRANTIES, REPRESENTATIONS, CONDITIONS, OR COMMITMENTS OF ANY KIND, EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO ANY OF THE SERVICES OR ANY OUTPUT, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, OR QUIET ENJOYMENT, ANY WARRANTIES OR CONDITIONS IMPLIED BY STATUTE, OR ANY WARRANTIES OR CONDITIONS BASED ON A COURSE OF DEALING, USAGE OF TRADE OR INDUSTRY STANDARDS. Any statements by BLUNET about the Services (including any statements about their functionality or performance) or Output, or other communications with You (including any insights, recommendations, guidance, assessments, projections, estimates or opinions), that are not contained in these Terms are for information purposes only and do not constitute a warranty, representation, condition, or other commitment. Without limiting the generality of the foregoing, BLUNET do not warrant or otherwise commit that (i) the Services or Output, or Your access thereto or use thereof, will be available, uninterrupted, timely, error-free, secure, accurate, reliable, or complete, (ii) the Services will meet any particular performance, availability or service-level criteria, (iii) Your Content will not be lost or damaged, or (iv) errors or defects will be corrected or any particular support requests will be resolved to meet Your needs or expectations. Also, for clarity, (1) any reference to “unlimited” access, use, storage, or otherwise with respect to a Service is subject to the technical limitations of the Service, and (2) some Services or functionality may not be available in all locations (including the Territory) or languages.
12.3 Limitations on Liability
BLUNET WILL HAVE ANY LIABILITY (DIRECTLY OR INDIRECTLY) FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES; LOSS OF PROFITS OR REVENUE; BUSINESS INTERRUPTION OR LOSS OF USE; COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES OR OTHER COVER; FAILURE OF, OR DEFECTS IN, THE OUTPUT; LOSS, CORRUPTION, OR DELETION OF (OR FAILURE TO DELETE) DATA OR YOUR CONTENT; OR DAMAGES RESULTING FROM FORCE MAJEURE. THE AGGREGATE LIABILITY OF BLUNET WITH RESPECT TO ANY SERVICE OR OUTPUT THEREOF WILL IN NO EVENT EXCEED THE GREATER OF (a) THE AMOUNT PAID OR PAYABLE BY YOU FOR THE SERVICE IN THE ONE-YEAR PERIOD BEFORE THE EVENTS OR CIRCUMSTANCES GIVING RISE TO THE LIABILITY FIRST OCCURRED, OR (b) US$1000. YOU ACKNOWLEDGE AND AGREE THAT THE DISCLAIMERS AND LIMITATIONS OF LIABILITY IN THESE TERMS CONSTITUTE AN ESSENTIAL ELEMENT OF THE BARGAIN BETWEEN YOU AND BLUNET, AND THAT BLUNET WOULD NOT HAVE PROVIDED THE SERVICES TO YOU WITHOUT YOUR AGREEMENT TO EACH OF THESE TERMS. THE LIMITATIONS ON LIABILITY IN THESE TERMS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW TO ANY DAMAGES OR OTHER LIABILITY, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), INDEMNIFICATION, RECOURSE, STATUTE, OR OTHERWISE, AND EVEN IF BLUNET HAS BEEN ADVISED OF THE POSSIBILITY OF THE LIABILITY OR THE LIABILITY IS OTHERWISE FORESEEABLE, AND REGARDLESS OF WHETHER THE LIMITED REMEDIES IN THESE TERMS FAIL OF THEIR ESSENTIAL PURPOSE.
NOTHING IN THESE TERMS RESTRICTS OR EXCLUDES BLUNET’S LIABILITY FOR (i) DEATH OR PERSONAL INJURY CAUSED BY BLUNET’S WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, OR (ii) YOUR DAMAGES OR LOSSES CAUSED BY BLUNET’S FRAUD. ALSO, BLUNET DOES NOT SEEK TO LIMIT YOUR WARRANTIES, YOUR OTHER RIGHTS AND REMEDIES, OR THE LIABILITY OF BLUNET FOR DAMAGES OR LOSSES TO THE EXTENT THE LIMITS ARE NOT PERMITTED BY APPLICABLE LAW (SUCH AS STATUTORY WARRANTIES, CONDITIONS, REMEDIES, OR LIABILITIES THAT CANNOT BE EXCLUDED BY APPLICABLE LAW).
13. Indemnity
To the extent not prohibited by law, You will defend BLUNET against any cost, loss, damage, or other liability arising from any third party demand or claim that any Content or information provided by You, or Your (or Your Authorized Users) use of the Services: (a) infringes a registered patent, trademark, copyright, or other intellectual property right of a third party, or misappropriates a trade secret (to the extent that such misappropriation is not the result of BLUNET’s actions); or (b) violates applicable law or these Terms. BLUNET will reasonably notify You of any such claim or demand that is subject to your indemnification obligation of which it becomes aware.
14 . Term, Termination, Suspension
These Terms become effective on the first date accepted in accordance with Section 1 (Acceptance) above and continue in effect indefinitely unless terminated in accordance with the provisions of these Terms, including this Section 14.
14.1 Your Right to Terminate
You may terminate Your subscriptions and these Terms if BLUNET is in material breach of these Terms and fails to cure such breach within 30 days after written notice of the breach.
14.2 BLUNET’s Right to Terminate or Suspend a Subscription or Account
BLUNET may terminate (or disable or suspend Your access to and use of) any or all of Your subscriptions or other Services, or terminate these Terms and Your account, if (a) You have no current paid subscriptions; (b) You have failed to timely pay any amounts (including fees and taxes) owing to BLUNET; (c) You (including any of Your Authorized Users) are otherwise in material breach of these Terms and fail to cure such breach within 30 days after written notice of the breach; or (d) You become subject to bankruptcy or insolvency proceedings, become insolvent, make an arrangement with or affecting Your creditors (including an assignment for the benefit of creditor) or commence a process of liquidation. These Terms will automatically terminate without further notice or action by BLUNET if You go into liquidation. BLUNET may also immediately disable or suspend Your access to and use of Services and Your Content if BLUNET believes in good faith that Your (or Your Authorized Users’) conduct or failure to act, or Your Content, may (i) pose a security risk, constitute illegal activity, or otherwise adversely impact Services, systems, or other users, (ii) constitute or enable tampering with, removing, disabling or otherwise limiting the effectiveness of any technical protections, or (iii) subject BLUNET, to liability. You understand that if Your account is suspended or terminated, You may no longer have access to the Content that is stored with the Services.
14.3 Effect of Termination of Subscription
Upon expiration or termination of a subscription or other Service for any reason, Your rights with respect to that Service, including any related Software license, Cloud Service access, and Benefits, will end. At that time, You will stop all access to and use of the Service and uninstall any and all copies of materials related to such Service (including any related Software, Documentation, APIs, or other material from BLUNET). In addition, at BLUNET’s request, You will destroy any such copies or return them to BLUNET. You will retain proof that You returned or destroyed all such copies. In connection with the expiration or termination of a subscription, (a) as a convenience to You for some Cloud Services, BLUNET may provide You with a brief period (for example, 30 days) in which You may retrieve Your Content after expiration or termination of the Cloud Services, if You are in compliance with these Terms and pay the applicable fees, if any (for example, BLUNET’s then-current professional services fees for any assistance BLUNET provides), and (b) otherwise, BLUNET may delete, without notice, any or all of Your Content, including backup and other copies thereof.
14.4 Effect of Termination of Terms or Account
Upon any termination of these Terms for any reason, (a) Your account and Your subscriptions and other Services, including those of Your Authorized Users, will immediately terminate, and (b) the effects described above with respect to expiration or termination of a subscription or other Service will apply to all subscriptions and other Services attached to Your account. Your payment obligations, Your responsibility for anyone who obtains, accesses, or uses Services through You or Your account (including Your Authorized Users) (including the responsibility described in Section 2 (Your Account)), and the following sections of these General Terms will survive termination for any reason: Section 3 (You Own Your Work); Section 6.3 (Use of Your Content); Section 6.4 (Collaboration and Sharing of Your Content); Section 7 (Limitations on Use); Section 8 (Feedback); Section 10 (Confidentiality); Section 11 (BLUNET Proprietary Rights); Section 12.2 (Disclaimers); Section 112.3 (Limitations on Liability); Section 14.3 (Effect of Termination of Subscription); this Section 14.4; Section 15 (Miscellaneous), including Section 14.5 (Governing Law, Dispute Resolution); and Section 16 (Definitions).
15 . Miscellaneous
15.1Changes to the Services
BLUNET reserves the right from time to time to (a) modify, discontinue, or substitute a Service (including any Benefits, features, functionality, or supporting services related to the Service), or (b) add or modify license keys, authorisations or other means of controlling or measuring access to or use of the Services. BLUNET will endeavour to notify You of any major changes to a Service in the applicable release notes or other Documentation for the Service.
15.2 Changes to Terms
To the maximum extent permitted by applicable law, BLUNET reserves the right from time to time to (and You acknowledge that BLUNET may) modify these Terms. BLUNET will endeavour to notify You of any changes to these Terms (“Terms Modification Notice”). It is your responsibility to regularly check Terms Modification Notices. Except as otherwise expressly set forth in these Terms, if any modification to the Terms has a material adverse effect on You and You do not agree to the modification, You may reject the modification by notifying BLUNET of the rejection within 30 days of the Terms Modification Notice. If You reject a modification under these circumstances, (a) Your access to and use of any Services affected by the modification will continue to be governed by the terms in effect immediately before the modification (except to the extent the modification was made for security, privacy, or legal compliance reasons, in which case the modification will be effective immediately) until the earlier of (i) the end of the applicable Service Term, or (ii) 180 days after the Terms Modification Notice; and (b) Your rights to such Services, including any related subscription Benefits, will then terminate. Notices by You to provide Your notice of rejection via email (within the 30-day period described above) to [email protected].
You acknowledge that Your commitments with respect to the Services and subscription Benefits are not contingent on delivery of future features or functionality (or oral or written statements about future features or functionality).
15.3 Language of Terms, Interpretation
English language will be used when interpreting or construing these Terms, and any notices or other communications in connection with these Terms will be provided in the English language. Any reference in these Terms to “days” are to calendar days unless otherwise specified. The words “including” and “for example” or “e.g.,” and words of similar import, are not limiting or exclusive and will be deemed followed by “without limitation,” whether or not such language is included. Section and other headings are for ease of reference only and are not to be used to interpret the meaning of any provision. Any rights and remedies provided for in these Terms are cumulative and are in addition to, and not in lieu of, any other rights and remedies available under applicable law.
15.4 Governing Law, Dispute Resolution
You agree to comply with all domestic and international export laws and regulations that apply to your use of the Services. These laws include restrictions on destinations, end users, and end use.
You agree that these Terms, and your relationship with BLUNET, shall be governed by the laws of the England and Wales. You and BLUNET both agree that the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act do not apply. We both agree that all claims can only be litigated in London, England and we each agree to the exclusive jurisdiction of the courts located within London, England. However, you agree that BLUNET can apply for injunctive remedies in any jurisdiction.
To the extent that the following provision is not in conflict with applicable law, you may only resolve disputes with BLUNET on an individual basis and may not bring a claim or proceed in a group arbitration proceeding as a plaintiff or a class member in a class, consolidated, or representative action.
15.5 Force Majeure
Neither party will be responsible or have any liability for any delay or failure to perform to the extent due to unforeseen circumstances or causes beyond its reasonable control, including acts of God, earthquake, fire, pandemic, flood, sanctions, embargoes, strikes, lockouts or other labour disturbances, civil unrest, unavailability or delay of suppliers or licensors, riots, terrorist or other malicious or criminal acts, war, failure or interruption of the internet or third party internet connections or infrastructure, power failures, acts or orders of civil and government authorities and severe weather (“Force Majeure”). The affected party will give the other party prompt written notice (when possible) of the failure to perform and use its reasonable efforts to limit the resulting delay in its performance.
15.6 Severability; Entire Agreement
If and to the extent any provision of these Terms is held unenforceable under applicable law, (a) such provision will be deemed modified to the extent reasonably necessary to conform to applicable law but to give maximum effect to the intent of the parties set forth in these Terms, and (b) such provision will be ineffective only as to the jurisdiction in which it is held unenforceable without affecting enforceability in any other jurisdiction.
15.7 Notices
Any notices by You to BLUNET will be sent by email to [email protected]. Such notices will be effective when received by BLUNET.
Except as otherwise expressly stated in these Terms, any notices by BLUNET to You will be provided (a) by email to the registered email address associated with Your account, (b) by posting to Your account, (c) by posting within a Service (for example, through an in-Service notification function or sign-in notification), (d) by postal mail or delivery service to the address associated with Your account, or (e) in any other manner deemed reasonable by BLUNET that involves specific notification to You. Notices from BLUNET to You will,
(i) in the case of notices by email, be effective one day after being sent and
(ii) in the case of other notices, five days after being posted or sent.
15.8 Entire Agreement, No Waiver
These Terms, including any Additional Agreement, constitute the entire agreement between You and BLUNET (and merge and supersede any prior or contemporaneous agreements, discussions, communications, representations, warranties, advertising or understandings) with respect to the subject matter hereof. Any access to or use of a Service is expressly conditioned on the application of these Terms, and any other terms are expressly rejected.
If there is any conflict between these General Terms and the Additional Agreement, the Additional Agreement will control in relation to its subject matter to the extent set forth in the Additional Agreement.
Failure to enforce or exercise any provision of these Terms is not a waiver of such provision, unless such waiver is specified in writing and signed by the party against which the waiver is asserted.
16 . Definitions
“Additional Agreement” means any agreement signed directly with a BLUNET entity that expressly supplements or amends the Terms (for example, an enterprise business agreement).
“Authorized Users” or “Your Authorized Users” means (a) You (if You are an individual) and (b) identified individuals (such as Your individual employees, consultants and contractors and other individuals accessing and using a Service) for whom You have acquired a subscription to a Service. If a Service allows You to designate Authorized Users for such Service, You will be responsible for providing notice to, and obtaining agreement from, any such Authorized Users regarding the application of these Terms to their access to and use of such Service prior to their access and use.
“BLUNET” means BLUNET Ventures Private Limited, a company registered in Bangalore, India, together with its subsidiaries and affiliates.
“Benefits” means any benefits made available to You or Your Authorized Users by BLUNET. Benefits are typically based on the type or level of Service for which You subscribe. Benefits may include access to Updates and Upgrades, rights to previous versions, additional Software or Cloud Services, pre-release versions, APIs, global use rights, technical support, training, webinars, forums, events, galleries, newsletters and usage data. Benefits may also include account benefits such as single sign-on and management of Your profile, security settings, linked accounts and preferences.
“Cloud Service” means a web- or cloud-based service made available by BLUNET, whether or not provided as part of a subscription and whether or not provided for a fee. Cloud Services may include software as a service (SaaS) and remote storage or processing of data.
“Confidential Information” means information not generally known to the public that is (a) made available or disclosed by a Disclosing Party to a Receiving Party in writing and (b) designated by the Disclosing Party in writing as Confidential. Nonetheless, Confidential Information does not include (i) any information that (1) becomes generally known to the public without breach of any obligation owed to the Disclosing Party; (2) was known to the Receiving Party before receipt from the Disclosing Party without breach of any obligation (and without a duty of confidentiality) owed to the Disclosing Party; (3) is received from a third party without breach of any obligation (and without a duty of confidentiality) owed to the Disclosing Party; or (4) was independently developed by the Receiving Party; ii) any of Your Content that You send to, or allow to be accessed by, a third party through an Service; or (iii) any Feedback. BLUNET Confidential Information in any event includes the non-public aspects of (A) any Services and any related product plans, technology and other technical information (including APIs and any elements of Your Development using, disclosing or based on use of the APIs) and (B) business negotiations.
“Documentation” means the then-current end-user documentation (including online, printed, or other documentation) and any technical or legal requirements for an Service.
“Metrics” means data and other information regarding access to and use of any Services (including Your access and use). Metrics includes information regarding usage of features, functions, storage and indexes and information regarding usage, volume, type, storage and processing of Your Content (but not Your Content itself). If Metrics includes any personal data, treatment of such personal data will be pursuant to the Privacy Statement.
“Services” means Software, Cloud Services, and Benefits provided by BLUNET, and any subscriptions for such items.
“Service Identification” means a Service designation by BLUNET that set forth (as applicable) the name of a Service; the Service Type; and the permitted number, Territory, and length of Your subscription. The Service Identification may be (a) provided in a written confirmation or other notice issued to You by BLUNET, posted to Your account, transmitted via email, or otherwise made available to You; (b) located in the Service or on or with any BLUNET packaging; or (c) obtained from BLUNET on request.
“Output” means all results, work product, information, reports, prototypes or other items created or generated by or through any use of any Service, including any products, parts or services based on or using such results, work product, designs, prototypes, or other items.
“Software” means any software or similar materials, including any modules, components, features and functions, made available by BLUNET, whether or not provided as part of a subscription and whether or not provided for a fee. Software includes Updates and Upgrades.
“Terms” (including “these Terms”) means these General Terms and the other terms referenced in these General Terms, and Additional Agreement (if any), together with any other applicable terms.
“Territory” means the country or jurisdiction where You acquired Your subscription. BLUNET may indicate the applicable Territory in an Service Identification.
“Updates” means security fixes, hot fixes, patches and other updates (including new features, new functions and other modifications released between Upgrades).
“Upgrades” means new versions of Services, or add-ons to or additional products associated with Services, as determined by BLUNET.
“Your Content” means (a) any files, data, designs, models, data sets, images, documents, or similar material submitted or uploaded to any Service by You (or Your Authorized Users) and (b) Your specific output generated from the use of any Service based on Your own raw data or information.
