These General Terms and Conditions (“Terms”) govern your use of the products and services set out in the applicable ordering document referencing these Terms (the “Services”). These Terms are between SpaarxLab (“SpaarxLab”, “we”, “our” or “us”) and the entity executing such ordering documents.
IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE THE SERVICES.
1. Overview of Services; Disclaimer
A comprehensive platform enabling exhibitors to streamline meeting management at trade shows and conferences. The Services provide you the ability to:
- Schedule meetings and appointments with clients and prospects
- Send automated email notifications and calendar notices
- Monitor and report meeting and activity outcomes
- Create custom forms and reports
- Plan, set-up, and manage events
- Access various other management tools for meetings and event planning
SpaarxLab reserves complete and sole discretion with respect to the operation of the Services. The company reserves the right to change terms and warranties without notice, and to withdraw, suspend, or discontinue any functionality or feature of the Services at any time.
2. Your Eligibility; Your Responsibility
You represent and warrant that you: (i) will only provide accurate information to SpaarxLab; (ii) have full power and authority to enter into these Terms; (iii) shall use the Services in compliance with all applicable laws and regulations; and (iv) will not violate any rights of SpaarxLab or a third party.
You assume all responsibility for your use of, and access to, the Services and each user that you permit to use the Services. Acquiring, installing, maintaining and operating equipment and Internet access is solely your responsibility.
3. Personal Information; Your Content; Your Account
3.1 Accuracy
By registering for our Services, you represent and warrant that all information you submit to us is true, accurate, current and complete, and that you will promptly notify us in writing if your information changes.
3.2 Privacy
To use our Services, you must register with us and submit certain personally identifiable information. You expressly agree that SpaarxLab may collect, disclose, store, and otherwise use your information in accordance with the terms of the SpaarxLab Privacy Policy.
3.3 Your Content
As between you and SpaarxLab, you own the information, materials, photos, or other content (the “Content”) you provide SpaarxLab under this Terms. You grant to SpaarxLab a worldwide, perpetual, royalty-free, fully paid, sublicensable, non-exclusive, and transferable right to use, publish, reproduce, distribute, and otherwise use the Content. You retain all rights to the Content except as otherwise provided herein.
3.4 Interactions with Other Users
You are solely responsible for all interactions with other users. SpaarxLab does not have an obligation to verify any Content or other information provided by users on the Services.
3.5 Your Account
With regard to your account, you agree to: (i) keep your password secure and confidential; (ii) not permit others to use your account; (iii) not use the accounts of others; (iv) not transfer your account to another party; and (v) notify us of any actual or suspected unauthorized use of your account.
3.6 Feedback
All Feedback is and shall be given entirely voluntarily and SpaarxLab shall be free to use or disclose such feedback for any purpose. You acknowledge and agree that feedback is non-confidential and non-proprietary.
3.7 Non-Disclosure and Confidentiality
Each party may disclose to the other party certain Confidential Information. The Receiving Party agrees not to disclose or otherwise make available Confidential Information to any third party without the prior written consent of the Disclosing Party, and to use the Confidential Information only for the purposes of performing its obligations under these Terms. The obligations in this section shall survive termination and continue for so long as the applicable information constitutes Confidential Information.
4. Use; Limited License; Ownership
Subject to these terms and conditions, SpaarxLab grants you a limited, revocable, non-transferable, non-sublicensable, non-exclusive right to access the Services for use solely in connection with your internal business operations. You may not resell our Services or use the Services to host content for others.
The Services provided by SpaarxLab are licensed, not sold. The Services, and all copies of the Services, are owned by SpaarxLab or its third-party licensors and are protected by various intellectual property laws. SpaarxLab reserves all rights not expressly granted to you herein.
5. Fees; Payment Terms; Credits
You agree to pay the applicable fees for the Services when due plus all related taxes as specified on each Order. All applicable taxes are calculated based on the billing information you provide us at the time of purchase. Unless otherwise denoted, all fees are assessed in U.S. dollars.
Unless otherwise set forth in the applicable Order, fees for the Services will be invoiced and paid in advance for the initial term and each renewal term. All fees are non-cancelable and non-refundable, except as expressly stated in the applicable Order. Your subscription will automatically renew for successive renewal terms equal to the then-current term unless either party provides written notice of non-renewal at least 30 days before the end of the then-current term. If you elect not to renew, your access to the Services will continue through the end of the then-current term, and no further fees will be charged for any subsequent term. You may request cancellation or suspension of the Services by contacting SpaarxLab at contactus@spaarxlab.com; however, any cancellation or suspension will take effect in accordance with the applicable Order and this Section.
6. Acceptable Use Policy
You agree to comply with all applicable laws and regulations in connection with your use of the Services. In particular, the following acts are prohibited:
- Transmission or posting of chain letters or pyramid schemes
- Actual or attempted unauthorized use or sabotage of any computers, machines or networks
- Introducing malicious programs into SpaarxLab's Services, network or servers
- Attempting to circumvent authentication or security of any host, network, or account
- Reverse engineering, decompiling, or disassembling the Services
- Transmitting abusive, defamatory, harassing, or obscene material
- Falsifying user identification information
- Impersonating any person or entity
SpaarxLab enforces a zero-tolerance SPAM policy regarding information transmitted through our network. If SpaarxLab determines that you have posted one or more articles of SPAM, we may cancel your account immediately.
7. Term and Termination
These Terms shall commence upon first use of the Services and shall continue in full force and effect for the initial term set forth on the Order, unless earlier terminated. The Initial Term shall automatically renew for successive periods of one year each unless either party provides written notice at least 30 days prior to the end of the then-current term.
Violating these Terms may result in the termination of your SpaarxLab account, prohibition on use of the Services, and further legal action. Upon termination, SpaarxLab reserves the right to delete all your Content, data, and other information stored on SpaarxLab's servers.
8. Security
You acknowledge and agree that you are solely responsible for protecting your password and other personal information and for the consequences of not protecting such data. You shall use your best efforts to prevent unauthorized use of our Services, your account, or of any Private Documentation, and shall promptly report to SpaarxLab any suspected unauthorized use or other breach of security.
9. Disclaimer of Warranty
YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. ALL THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, NONINFRINGEMENT, AVAILABILITY OR ACCURACY OF INFORMATION. SPAARXLAB DOES NOT WARRANT THAT THE SERVICES WILL BE AVAILABLE, WILL MEET YOUR REQUIREMENTS OR WILL OPERATE IN AN UNINTERRUPTED, ERROR-FREE OR COMPLETELY SECURE MANNER.
10. Limitation of Liability
UNDER NO CIRCUMSTANCES WILL SPAARXLAB, ITS AFFILIATES, EMPLOYEES, AGENTS, REPRESENTATIVES, LICENSORS OR OTHER THIRD-PARTY PARTNERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF OUR SERVICES.
THE SPAARXLAB PARTY'S TOTAL CUMULATIVE LIABILITY SHALL IN NO EVENT EXCEED THE AMOUNT YOU PAID SPAARXLAB FOR YOUR USE OF THE SERVICES IN THE PRIOR TWELVE (12) MONTHS.
11. Indemnity
We shall defend you against any third-party claim based on a claim that your receipt or use of the Services in accordance with these Terms infringes any intellectual property right or misappropriates any trade secret of a third party.
You shall defend SpaarxLab and its officers, directors, employees, agents, affiliates, successors and permitted assigns against all Actions arising from any Content or materials provided by you that infringe any intellectual property right or misappropriate any trade secret of a third party.
12. Electronic Notices and Disclosures
You acknowledge and agree that SpaarxLab may provide notices and other disclosures to you electronically by posting such notices on SpaarxLab's website or by emailing it to you at any email address provided to SpaarxLab by you.
13. Changes to the Terms
SpaarxLab may add to, change or remove any part of these Terms, at any time without prior notice to you other than listing of a later effective date. Such modification shall be effective immediately upon posting. Your use or continued use of the Services following the posting of any changes shall constitute your acceptance of the changed Terms.
14. Miscellaneous
Governing Law. These Terms shall be governed by the laws of the state of Georgia. Exclusive venue for any action arising out of or in connection with this agreement shall be in Atlanta, Georgia.
Severability. If any portion of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the rest of these Terms remain in full force and effect.
Assignment. You may not assign your rights or obligations under these Terms without the prior written consent of SpaarxLab.
No Third-Party Beneficiaries. Except as otherwise expressly set forth herein, there shall exist no right of any person, other than you and SpaarxLab, to claim a beneficial interest in these Terms.
Contact Information
If you have any questions, complaints, or claims, please contact us:
Email: contactus@spaarxlab.com
Mail: SpaarxLab, Attn: Privacy Policy Inquiry, 3423 Piedmont Rd NE, Atlanta, GA 30305, U.S.A.