Subscription Agreement Terms
The term of this Agreement shall be month-to-month for “Monthly Subscriptions” or shall be year-to-year for “Yearly Subscriptions.” You commit to the entire term that you select during the sign up process on the Basepage website. Subscriptions will commence on the day you enter into this Agreement by entering a valid credit card or other payment information on the Basepage website or immediately after the expiration of any free trial provided, whichever is later. For Monthly Subscriptions, charges for each one month term will be billed and assessed in advance monthly on the day of the month in which you initiated your subscription. The subscription will automatically renew from month-to-month until cancelled or terminated. For Yearly Subscriptions, charges for each one year term will be billed and assessed in advance on the day of the year in which you initiated your subscription. The subscription will automatically renew from year-to-year until canceled or terminated.
Any cancellation will be effective as of the last day of the current term in which Basepage is notified of the cancellation. There will be no refund of partial fees for the remainder of any subscription term.
- Changes to Terms
We reserve the right to change these terms at any time and you should check the terms of the website regularly. Any change will become effective thirty days after the change is posted. Your use of the website or the software provided by Basepage constitutes your acceptance of the new terms.
Terms Relating to Use of the Basepage Service & Software
Client Software means any software provided to a subscriber related to the Service.
Subscriber means the person or entity who has entered into this Agreement authorizing the use of Basepage. If an individual enters into this Agreement on behalf of a company or other legal entity, the individual represents and warrants that he/she has the authority to bind the entity to this Agreement.
License means the right granted by Basepage to install, use and/or otherwise interact with the Service and/or the Client Software for Subscriber’s personal or internal business purposes.
Service means Basepage’s online service and software including any updates, upgrades, support and content (for example, audio or visual information or documents) contained or made available to Subscriber by Basepage as part of or in the course of using the Service. Basepage may change the Service or its features at any time and for any reason without notice.
2. Account Registration
a. Subscriber agrees to provide Basepage with accurate personal details including Subscriber’s full name and a valid e-mail address and all other information that Basepage may request from Subscriber from time to time in order to complete the registration process and update Subscriber’s account details. Subscriber represents and warrants that the information provided to Basepage truthfully identifies the Subscriber and his/her/its contact information.
b. Subscriber, if an individual, represents that he/she is at least 18 years of age.
c. Subscriber will keep his/her/its password and other login details confidential and will not disclose or make it available to any other person. Any use of the Service by any person other than the Subscriber is prohibited and constitutes a breach of this Agreement.
All past due subscription fees are subject to a late payment service charge at the rate of 1.5% per month or the maximum allowed by law whichever is less.
3. Authorized Users
Only the Subscriber is authorized under this License to use the Service including the Client Software. If the Subscriber is a business entity, only one person authorized by the Subscriber may use the Service. User Licenses may not be shared or used with any other person and, if purchased by a business, cannot be reassigned to a new user to replace a current authorized user who has terminated employment or otherwise changed job status or function and no longer used the Service.
4. Rights and Limitations on Use.
a. In using the Service or the Software, Subscriber will:
- Comply with all applicable laws, ordinances or regulations.
- Comply with any codes of conduct or other notices provided by Basepage.
- Keep his/her account information, including his/her password, secret.
- Promptly notify Basepage if he/she learns of a security breach or unauthorized access relating to the service.
b. Subscriber may not:
- Use the Service in any way that harms Basepage, it’s agents, employees or independent contractors or any customer of Basepage.
- Engage in, facilitate or further unlawful conduct.
- Damage, disable, overburden or impair the Service or interfere with anyone’s use or enjoyment of the Service.
- Resell, redistribute, rent, lend or grant any sublicense or any other subsidiary use of the Service or the Client Software to any other person.
- Use any unauthorized automated process or service to access and/or use the Service (such as a BOT, a Spider or other automated process).
- Modify, created derivative works from, reverse engineer, decompile, disassemble or otherwise attempt to discover any trade secret contained in the Service or in any technology or system used by Basepage in connection with providing the Service or attempt to duplicate the Service or the Client Software.
- Build a product or service using similar ideas, features, functions or graphics of the Service.
- Copy any ideas, features, functions or graphics of the Service.
The Service is being licensed to you and not sold. Except for the license granted under this Agreement, Basepage retains all right, title and interest in and to the Service in whole or in part including the Software, any content provided as part of the Service and any copies of the foregoing.
6. Responsibility for Use
You are solely responsible for the use of the Service including the Software and any content included or provided as part of the Software. You are also solely responsible for your use of any data or other content that is input, stored, transmitted or otherwise used as part of the Service. You represent and warrant to Basepage that any content or data used or uploaded by you in connection with or as part of the Service will not (a) infringe upon or otherwise violate any laws or regulations or any intellectual or other property rights or contract rights of any other person; (b) contain any software, viruses, Trojan horses, worms or other similar harmful or destructive programming routines, computer codes, files or programs; (c) contain any unlawful, harassing, abusive, harmful, threatening, profane, defamatory, obscene or otherwise objectionable or offensive content; or (d) violate any applicable laws.
You may store data and content on the servers that Basepage uses to provide the Service. You acknowledge and agree, however, that Basepage has no responsibility or liability for any deletion, destruction, corruption or other loss of any data or content to use or upload as part of the Service.
Basepage may upgrade, enhance, change, suspend, discontinue or otherwise modify any of the functions, features, aspects or components of the Service, its presentation, the manner in which it is delivered or how it is used or operated in its sole discretion and without notice. Any modifications made available to you will be subject to the terms and conditions of this Agreement. If required by Basepage, you must promptly replace the version of the Software or component you have installed on your computer or other device.
a. Termination by Basepage. Basepage may terminate this Agreement without cause by providing the Subscriber five days’ written notice of the termination. Basepage may also cancel or suspend Subscriber’s use of the Service or a portion thereof at any time if Subscriber violates the terms of this Agreement, if Basepage believes that Subscriber’s use of the Service represents a direct or indirect threat to its network function (or those of its contractors or suppliers) or anyone else’s use of the Service or if Basepage is otherwise required by law to do so. Cancellation or suspension of the Service for Subscriber’s violation of the terms of this Agreement will not change Subscriber’s obligation to pay any fee due for the balance of the term in which the termination occurs.
b. Termination by Subscriber. Subscriber may terminate a subscription at any time during its term directly on the Basepage portal or by e-mailing at: email@example.com. A termination will be effective at the end of the term during which Subscriber terminates the subscription. Subscriber must pay for the remaining term up to the termination effective date. No refunds will be given for any remaining term regardless of subscribers use or non-use of the Basepage service.
c. Effects of Termination. Upon termination of the Service by either party for any reason, Basepage may delete Subscriber’s data permanently from its servers. Subscriber acknowledges that Basepage will have no obligation to continue to hold, export or return Subscriber’s data.
10. Privacy & Access to Account.
b. Performance and Usage Data. In order to provide the Service, Basepage may collect information about the Service performance, Subscriber’s computers or hand-held devices and its Service use.
c. Communication. Basepage may need to notify Subscriber occasionally of announcements relating to the operation of the Service. In addition, Subscriber may receive marketing and other information relating to Basepage, its products or services from time to time.
11. Intellectual Property Rights.
a. Basepage and other Basepage graphics, logos, page headers, designs and service names are trademarks, registered trademarks or trade dress of Basepage in the United States and other countries. Basepage’s trademarks and trade dress may not be used in connection with any way that is likely to cause confusion or in any manner disparages or discredits Basepage.
b. Subscriber Use of Intellectual Property. Basepage does not sanction or approve the unauthorized use of content protected by copyright or other intellectual property rights. Subscriber represents and warrants that the use or publication of any content by Subscriber does not violate the intellectual property rights of any third party.
c. Ownership of Subscriber Data. Basepage performs regular back-ups of Subscriber data for the purpose of recovery in the event of a failure of the servers hosting the Service. Notwithstanding the foregoing, however, Subscriber is solely responsible for maintaining and backing-up any Subscriber data that it uses with the server. Subscriber, not Basepage, will have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and ownership or right to use such data. Basepage will not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any data that Subscriber uses with the Service.
GENERAL TERMS AND CONDITIONS
1.Use of Products or Services
I agree to use Basepage in conformity with all applicable laws.
This Agreement constitutes a personal, non-assignable license for the subscriber to use the products, services or information provided in conformity with the systems or methods presented for his/her personal or existing business purposes. Any other duplication, dissemination, use or resale of said products or information is prohibited.
All subscription fees will be billed automatically to the credit card you designate. You authorize Basepage to debit your credit card for any and all amounts owed by you and you will keep the credit card you register for this purpose in good standing and with available open credit sufficient to cover any amounts arising under this Agreement. If, for any reason, the credit card that Basepage has on file for you becomes canceled, invalid, insufficient or unavailable for any reason you will immediately provide Basepage with a replacement credit card and related information. All authorization for this Agreement will apply to that replacement card.
5. No Representation or Warranties/Limitations on and Exclusions of Liability.
All products and content including the Service, the Software, or any content provided as part of the Service, including all modifications thereof, and all acts or omissions undertaken or not undertaken relating to any of the foregoing are provided on an “as available” and “as is” basis. Except to the extent prohibited by applicable law, Basepage disclaims all representations, warranties and commitments of any kind with respect to the subject matter including, but not limited to, any and all implied warranties or other commitments of title, merchantability, quality of information or fitness for a particular purpose.
In no event shall Basepage be liable for any indirect, punitive, special, incidental or consequential damages (including, without limitation, lost profits, revenue or savings, lost data or content, loss of or damage to business opportunity, business interruption or the like) arising out of or relating to this Agreement, or your use of the Service. In any case, Basepage’s entire liability under this Agreement or in any way related to the subject matter hereof shall be limited in the aggregate and regardless of the number or timing of the claims asserted to the greater of $2,000.00 or the total fees received by Basepage hereunder for the twelve (12) calendar months immediately preceding the month in which the claim is first filed or asserted against Basepage. These terms shall apply whether or not Basepage has been advised of the possibility or likelihood of the loss, injury, damage or liability suffered or excluded and regardless of the theory of relief asserted (e.g. whether in contract, tort, negligence, breach of warranty, strict liability in tort or by statute or otherwise). Any action against Basepage for relief of any kind must be brought within one (1) year after the cause of the action arose. The terms of this section represent important agreed and bargained for understandings of the parties and Basepage’s compensation hereunder reflects such terms.
You agree to indemnify Basepage as well as its directors, officers, agents, employees, and independent contractors and hold them harmless from any and all claims and expenses, including attorney’s fees arising from your use of Basepage products or services or from your breach of this Agreement.
You may not assign this Agreement and any attempted assignment shall be void. Basepage may delegate all or part of the performance of its obligations under this Agreement to independent contractors or other businesses.
If a court holds any provision of this Agreement to be illegal, invalid or unenforceable the rest of this Agreement shall remain in effect and this Agreement will be amended to give effect to the eliminated provision to the maximum extent possible.
9. Governing Law and Venue
All legal issues arising from or relating to your use of Basepage products or services or this Agreement shall be interpreted and construed in accordance with the laws of the State of California. By accessing or using such products or services you consent to personal jurisdiction and exclusive venue in the State and/or Federal Courts of the County of San Diego, State of California with respect to any disputes arising out of or relating to this Agreement or the use of this site.
This Agreement may be terminated at any time by Basepage for cause which shall include the breach of this Agreement by the client, abusive or unprofessional conduct, or conduct which would tend to hold Basepage up to embarrassment or contept. Any subscription may be terminated without cause by providing Subscriber with thirty days written notice of termination.
11. Entire Agreement
This Agreement constitutes the entire agreement between you and Basepage with respect to the subject matter hereof and supersedes any other agreement, proposals and communications, written or oral between Basepage and you with respect to the subject matter hereof.