Invoice Connector Terms of Service
You acknowledge and agree that your use of any and any services, products, features, content or applications other than (or additional to) the Application offered by or for ServiceChannel may be governed by separate terms and conditions and privacy policies.
3. The Application. The Application enables users to upload their invoices from Intuit QuickBooks to ServiceChannel.
4. Third Party Services. The Application may permit you to link to other websites, services or resources on the Internet, including without limitation Intuit QuickBooks, and other websites, services or resources may contain links to the Application. When you access third party resources on the Internet, you do so at your own risk. These other resources are not under our control, and you acknowledge that we are not responsible or liable for, nor do we endorse, the availability, content, functions, accuracy, legality, appropriateness or any other aspect of such websites, services or resources. The inclusion of any such link does not imply our endorsement or any association between us and their operators. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such website, service or resource. Your use of any third party websites, services or resources may be subject to additional terms and conditions, including, in the case of Intuit QuickBooks, those available here.
- Application Ownership. All right, title and interest (including all intellectual property rights) in, to or connected with the Application or any related software, documentation or information, in whole or in part, shall remain the exclusive property and confidential information of ServiceChannel or its third-party licensors. ServiceChannel will retain all right, title and interest (including all intellectual property rights) in, to and relating to any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any third party relating to the Application, any ServiceChannel services or any related software, which you hereby irrevocably assign to ServiceChannel.
7. Warranty Disclaimer. THE APPLICATION IS PROVIDED “AS IS”, “AS AVAILABLE” AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. WE, AND OUR DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (I) THE APPLICATION WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE APPLICATION IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (IV) THE RESULTS OF USING THE APPLICATION WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE APPLICATION IS SOLELY AT YOUR OWN RISK.
9. Limitation of Liability. IN NO EVENT SHALL THE SERVICECHANNEL PARTIES OR OUR PARTNERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE APPLICATION (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (HOWEVER ARISING), INCLUDING WITHOUT LIMITATION THOSE ARISING OUT OF ANY TRANSACTION OR AGREEMENT WITH ANY THIRD PARTY, WHETHER RELATED TO YOUR INVOICES OR OTHERWISE, (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION) OR (III) FOR ANY DIRECT DAMAGES IN EXCESS (IN THE AGGREGATE) OF $500.00.
10. ARBITRATION CLAUSE & CLASS ACTION WAIVER – IMPORTANT – PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS.
- Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this “Arbitration Clause & Class Action Waiver” section will be null and void. This arbitration agreement will survive the termination of your relationship with us.
11. Rules of Conduct.
- You shall not: (i) take any action that imposes or may impose (as determined by us in our sole discretion) an unreasonable or disproportionately large load on our (or our third party providers’) infrastructure; (ii) bypass, circumvent or attempt to bypass or circumvent any measures we may use to prevent or restrict access to the Application (or other accounts, computer systems or networks connected to the Application); (iii) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Application, except to the limited extent applicable laws specifically prohibit such restriction, (iv) modify, translate, or otherwise create derivative works of any part of the Application, or (v) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.
- Publicity. You consent to inclusion of your name and logo as a user of the Application on ServiceChannel’s website and in its marketing materials.
- Force Majeure. We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.
- General. This Agreement is the entire agreement between you and ServiceChannel with respect to the Application, including use thereof, and supersedes all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and ServiceChannel with respect to the Application. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. The section and paragraph headings in this Agreement are for convenience only and shall not affect their interpretation. This Agreement is not assignable, transferable or sublicensable by you except with ServiceChannel’s prior written consent. ServiceChannel may assign, transfer or delegate any of its rights or obligations hereunder, in whole or in part, without consent. Any purported assignment in violation of this section shall be void. The parties hereto shall each be independent contractors in the performance of their obligations under this Agreement, no joint venture, partnership, employment, or agency relationship exists between you, ServiceChannel or any third party as a result of this Agreement or use of the Application, and neither you nor ServiceChannel has any authority of any kind to bind the other in any respect. ServiceChannel’s failure to enforce any part of this Agreement shall not constitute a waiver of its right to later enforce that or any other part of this Agreement. Waiver of compliance in any particular instance does not mean that ServiceChannel will waive compliance in the future. In order for any waiver of compliance with this Agreement to be binding, ServiceChannel must provide you with written notice of such waiver through one of ServiceChannel’s authorized representatives.