SutiSoft , Inc. owns and provides various services and software that streamline and facilitate enterprise processes and management (collectively, the "Services"). By accessing and using this website (the "Website") and/or the Services (together, the "SutiSoft Offerings") you agree that you are authorized to accept the terms set forth below (the "Agreement") on behalf of yourself and your company, and that you and your company are and will be bound by this Agreement and any applicable laws. In this Agreement, we may refer to SutiSoft , Inc. as " SutiSoft ," "us," or "we," and "you" shall refer to you and your company. Any and all use of the Services is subject to this Agreement. If you do not agree to be subject to this Agreement, do not use the Services. By continuing to use the Services, you agree to be bound by this Agreement. SutiSoft reserves the right to limit or terminate your access to the SutiSoft Offerings if you do not comply with this Agreement .
SutiSoft reserves the right, at its sole discretion, to change, modify, update, add, or remove portions of this Agreement at any time, with or without notice to you. Please check this Agreement periodically for changes. Your use of the SutiSoft Offerings after the posting of any changes to this Agreement will signify your acceptance of those changes.
Use of the SutiSoft Offerings
As a condition of your use of the SutiSoft Offerings , you may not use the SutiSoft Offerings for any purpose that is unlawful and/or prohibited by this Agreement . You may not use the SutiSoft Offerings in any manner that could damage, disable, overburden, or impair any SutiSoft server or the network(s) connected to any SutiSoft server, or interfere with any other party's use and enjoyment of the SutiSoft Offerings . If you choose to access or purchase the Services, you may be asked to register, pursuant to Section 3, below.
The SutiSoft Offerings are designed for use only with the equipment and connectivity set forth in the specifications for the particular SutiSoft product or service you elect to purchase and/or use and access . Such specifications are as set forth on the Website in the area corresponding to the particular SutiSoft product or service, or in the documentation relating to such product or service, as published by SutiSoft. SutiSoft assumes no responsibility under this Agreement for obtaining or providing such equipment or access. You are responsible for obtaining such equipment and ensuring a proper environment, including proper connectivity. Any transaction for such equipment and/or connectivity is entirely between you and the third party equipment provider, not SutiSoft, and SutiSoft is not responsible in any way for any such transaction .
You may be required to register to access and use the Services. If you are registering on behalf of a company, by registering you agree that you have the requisite authority to register on behalf of such company. You represent that any information you provide during registration or at any time thereafter is true, accurate and complete and that you will update all such information as necessary to maintain its truth, accuracy and completeness. Failure to do so shall constitute a breach of this Agreement. You shall be responsible for maintaining the confidentiality of your password, and will be solely liable for all actions taken via your account and under your password, whether or not made with your knowledge or authority. You further agree that any credit card information you provide during registration is valid and that you have authority to authorize payments from such credit card.
SutiSoft reserves the right to contact you from time to time for feedback about the SutiSoft Offerings and for service and support related issues. We reserve the right to contact you through e-mail, facsimile, text or voice messages, or notices posted on the Website. Notices will be deemed effective at the time they are sent by us or as of date they are posted, regardless of whether you actually read any such notices.
Except for notifications relating to support of the SutiSoft Offerings or other notices as required by law, you may opt-out of receiving notifications from us. You may do so by logging into your account and changing the notification settings; opting-out of such notifications, however, may limit the effectiveness of the Services.
Payment Authorization; Invoicing
You agree to pay all fees and other charges, including applicable taxes, for any Services you elect to purchase, according to the model you choose. The pricing range for the various levels of the Services is set forth on the Website. If you elect to purchase a non-customized SutiSoft product or service, the pricing shall be that set forth on the page of the Website corresponding to the product or service you are purchasing. If you elect to purchase a customized version of a SutiSoft product or service, the pricing shall be that agreed to by you and an authorized SutiSoft representative, as evidenced in a written agreement entered into (either on paper or electronically) between the parties (a "Services Agreement").
You agree that the address and email address you provide in your account settings are valid business addresses and that SutiSoft may invoice you at such addresses or through other electronic or facsimile communications. By adding a credit card to your account, either during registration or at any time thereafter, you warrant that such credit card is good and valid, and you authorize SutiSoft to charge such credit card for amounts due under the SutiSoft Invoices pursuant to the payment schedule set forth in this Section.
SutiSoft invoices shall set forth all applicable charges and fees incurred by you for use of the SutiSoft Offerings (a "SutiSoft Invoice"). We agree to post each SutiSoft Invoice to your account (the date of such posting to be the "Invoice Posting Date"), and to promptly notify you in writing of such posting via email, facsimile, or mail at the contact information provided by you in your account.
Payment Schedule : You are responsible for logging in and timely reviewing any SutiSoft Invoice. For each SutiSoft Invoice, SutiSoft will charge to the credit card listed in your account the amount of such SutiSoft Invoice fifteen (15) days after the Invoice Posting Date, provided that, if you have purchased a customized version of a SutiSoft product or service, the method of payment specified in your Services Agreement shall prevail. All amounts on a SutiSoft Invoice shall be deemed to be undisputed unless you submit a disputed charge claim to us pursuant to Section 6, below. Once an amount has been charged to your credit card, it is non refundable.
Non-Payment . If SutiSoft attempts to charge your credit card pursuant to this Section, and that credit card fails to process or accept SutiSoft's charges, you will be considered in default and will be subject to an interest charge of 1.5% per month on the outstanding balance, and SutiSoft reserves the right to suspend your access to the Services. If you fail to pay the applicable invoice within 10 days of the date of suspension, or to otherwise negotiate a payment plan for all amounts then due, SutiSoft reserves the right to cancel your account or the applicable order, and/or terminate this agreement. In the event SutiSoft cancels your account for non-payment, all amounts due and unpaid from you to SutiSoft for use of the SutiSoft Offerings shall become immediately due and payable. In the event of non-payment and the exhaustion of the procedures set forth in this section, SutiSoft reserves the right to seek payment using any remedies allowed to it by law.
Price Changes . You acknowledge and agree that SutiSoft has the right to change its prices for the SutiSoft Offerings .
If you wish to dispute any charge invoiced to you by SutiSoft, you agree to submit the disputed charge to us no later than ten (10) business days after the SutiSoft Invoice containing the disputed charge is posted to your account. You are responsible for logging in and timely reviewing any SutiSoft Invoice. You may submit a disputed charge by contacting us through the Website, via the My Account Page when you are logged in, or by email to the email address identified for disputes on the SutiSoft Website. We agree to review your message and work with you to find a timely solution.
EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE, THe SutiSoft Offerings , AND ALL CONTENT, MATERIAL, INFORMATION, PRODUCTS AND SERVICES DELIVERED OR PROVIDED ON OR THROUGH THE SutiSoft Offerings , ARE DELIVERED OR PROVIDED ON AN "AS IS" AND "WHEN AVAILABLE" BASIS. to the maximum extent permitted by applicable law, SUTISOFT EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SUTISOFT MAKES NO WARRANTY THAT: (A) THE SutiSoft Offerings WILL MEET YOUR OR YOUR USERS' REQUIREMENTS; (B) THE SutiSoft Offerings WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SutiSoft Offerings WILL BE ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SutiSoft Offerings WILL MEET YOUR EXPECTATIONS. ANY CONTENT, MATERIALS, INFORMATION OR SOFTWARE DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SutiSoft Offerings IS DONE AT YOUR OWN DISCRETION AND RISK. SUTISOFT SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY CONTENT, MATERIALS, INFORMATION OR SOFTWARE. SUTISOFT RESERVES THE RIGHT TO MAKE CHANGES OR UPDATES TO THE WEBSITE AT ANY TIME WITHOUT NOTICE.
The Website is run by SutiSoft from the United States of America. SutiSoft makes no representations that the Website is appropriate or available for use in other countries. Those who access or use the Website from other jurisdictions do so at their own volition and are responsible for compliance with local law.
Third Party Websites, Content, Products and Services
The Website may contain links to third-party sites that are not under the control of SutiSoft. You agree that SutiSoft is not responsible for and does not guarantee the availability of any such website or the accuracy or integrity of the content(s) of any such website or any website that my be linked to from such third-party website. You should refer to the policies posted by other websites regarding privacy and other topics before you use them. You agree by using the Website that SutiSoft is not responsible for third party content accessible through the Website and that you bear all risks associated with the use of such content. Your correspondence or business or other dealings with any third party found on or through the Website, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. SutiSoft is not responsible or liable for any loss or damage of any kind incurred as the result of any such dealings or as the result of the presence of links to such third-party websites on the Website.
Limitation of Liability
In no event will SutiSoft be liable for any direct or indirect, special, economic or consequential loss or damage or loss of revenue, profits, goodwill, bargain or opportunities or loss or corruption of data or loss of anticipated savings however arising, incurred or suffered by you from the use of or access to the SutiSoft Offerings whether caused by negligence or otherwise or whether or not SutiSoft was aware or should have been aware of the possibility of such loss or damage.
You agree to defend, indemnify and hold harmless SutiSoft, its officers, directors, employees and agents from and against any and all claims, liabilities, damages, losses or expenses, including reasonable attorneys' fees and costs, arising out of or in any way connected with your access to or use of the SutiSoft Offerings .
Confidential Information is any oral, written, graphic or machine-readable information disclosed by SutiSoft that is designated in writing to be confidential or proprietary or is otherwise reasonably understood to be confidential. You agree to not disclose or use any Confidential Information without the prior written consent of SutiSoft, and to maintain the confidentiality of the Confidential Information.
Intellectual Property Rights
The SutiSoft Offerings contain logos, marks, and other images and information (the "Content") that are the sole property of SutiSoft or its licensors. You may not copy or otherwise replicate any of the Content without the prior written consent of SutiSoft. You may not modify or remove any notices or labels regarding the of SutiSoft Intellectual Property, as defined below, that may appear on any of the Content. Any unauthorized use of the Content may constitute a violation of copyright, trademark, and other laws governing the intellectual property of SutiSoft. Your use of the SutiSoft Offerings in no way grants you any ownership right in or to any of the Content or the SutiSoft Offerings .
We grant you a license to use the SutiSoft Offerings solely in accordance with this Agreement. You agree not to copy, modify, reformat, rent, lease, lend, frame, create derivative works, publicly display, download, store, reproduce, transmit, provide links to, republish, upload, post, reprocess, make commercial use of, or distribute the SutiSoft Offerings. You may only use the SutiSoft Offerings internally, for your benefit and solely for the purposes that SutiSoft notifies you that such SutiSoft Offerings may be used from time to time. We reserve all rights not expressly granted in this Agreement.
We retain all rights in and to, including without limitation, the copyrights, patents, and trade secrets, trademarks or service marks contained in or relating to the SutiSoft Offerings (collectively the "SutiSoft Intellectual Property") that are the exclusive property of SutiSoft and/or its licensors. We do not transfer any rights in or to the SutiSoft Intellectual Property to you. Content of the SutiSoft Offerings that incorporates or includes any of the SutiSoft Intellectual Property may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of SutiSoft or the rightful owner, as applicable.
SutiSoft believes in preventing and deterring unauthorized infringement of copyrighted materials. If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement or that there is infringing material available through the Services, please notify SutiSoft's copyright agent, as set forth in the Digital Millennium Copyright Act of 1998 ("DMCA"). For your complaint to be valid under the DMCA, you must provide the following information in writing:
A. An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
B. Identification of the copyrighted work that you claim has been infringed;
C. Identification of the material that is claimed to be infringing and where it is located on the Genbook website;
D. Information reasonably sufficient to permit Genbook to contact you, such as your address, telephone number, and e-mail address;
E. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and
F. A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.
The above information must be submitted to the following DMCA Agent:
Attn: DMCA Notice
4984 El Camino Real, Suite 200
Los Altos, California 94022
tel: (650) 969-SUTI (7884)
fax: (650) 969-2783
The term of the license granted herein for the SutiSoft Offerings shall commence upon the date of access to, use of, or purchase of any of the SutiSoft Offerings and may be terminated as set forth herein. In the event of such termination, you agree to remove any and all SutiSoft Offerings and Content from all of your hard drives and any other storage media and to destroy all copies of the Content in your possession. SutiSoft may terminate this Agreement, in whole or in part, if you breach this Agreement. Upon termination of this Agreement, all licenses, and any other rights and services provided by SutiSoft to you as set forth in this Agreement, shall cease immediately. SutiSoft may permanently or temporarily terminate, suspend, or otherwise refuse to permit your use of the Website or portions thereof without notice or liability, if in SutiSoft's sole determination, you violate any of the Agreement terms. Termination of this Agreement, any license, or your access to the Website, shall not limit SutiSoft from pursuing other remedies available to it, including injunctive relief, nor shall such termination relieve you of your obligation to pay all charges and fees that have accrued, whether already invoiced to you or not, or are otherwise owed by you to SutiSoft.
Use by Minors
Use of the Website is restricted to users at least 18 years of age. If SutiSoft discovers through reliable means that a user is less than 18 years of age, SutiSoft will terminate such user's access to the Website.
Entire Agreement; Assignment
This Agreement and the other SutiSoft legal policies posted on the Website and included in the SutiSoft Offerings, any operating rules and instructions for the SutiSoft Offerings, and any Service Agreements between you and SutiSoft constitute the entire agreement between SutiSoft and you regarding your use of the SutiSoft Offerings. You may not assign or otherwise transfer your rights or delegate your obligations under this Agreement, in whole or in part, by operation of law or otherwise, without the prior written consent of SutiSoft. Any attempted assignment by you shall be null and void. SutiSoft may assign its right and obligations under this Agreement at its sole discretion.
If any provision of this Agreement should be held illegal or unenforceable by a court with jurisdiction, such provision shall be modified to the extent necessary to render it enforceable without losing its intent, or severed from this Agreement if no such modification is possible, and the other provisions of this Agreement shall remain in full force and effect. The section headings used are for convenience only and shall not be given any legal significance.
Neither you nor SutiSoft shall be liable for failing or delaying performance of its obligations (except for the payment of money) resulting from any condition beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, natural disasters, earthquake, fire, flood or other acts of God, labor conditions, power failures, and Internet disturbances.
A lack of enforcement will not result in waiver of any term. Also, no waiver by either party of any breach or default shall be deemed to be a waiver of any preceding or subsequent default.
All matters relating to your access to and use of the SutiSoft Offerings , including this Agreement , shall be governed by the Laws of the State of California of the United States of America, without regard to its conflicts of laws rules . You expressly agree that the exclusive jurisdiction for any claim or dispute under this Agreement and your use of the SutiSoft Offerings resides in the courts serving the County of Santa Clara in the State of California and you hereby irrevocably submit to the personal jurisdiction of these courts for the purposes of litigating any such claim or action.
If you have any questions regarding this Agreement or the SutiSoft Offerings , please contact SutiSoft at help@SutiSoft.com.